My Little Pony: Elsewhere
by Frontline
Summary: Kidnapped from Dream Valley, Megan, Fizzy, Windwhistler and their friends find themselves in a strange land ruled by Kahn, an evil tyrant. On the run, can they escape from the evil power that pursues them?
1. Chapter 1

**My Little Pony is Copyright to Hasbro and no infringement is intended. This story is written for no profit and is owned by me. This cannot be reproduced without my permission.**

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Chapter 1: Elsewhere.

Fizzy laughed joyfully as she raced across the fields of Dream Valley, with Northstar following behind her. It was the height of summer, which was Fizzy's favourite time of year. Of course, spring, autumn and winter were Fizzy's favourite time of year too. She was always happy as long as she was with her friends and sisters. Still, it was more than just the warmth of the sun on her mane, the smell of the fresh grass or the gentle breeze in the air that made Fizzy so happy. It was something far greater, that seemed to lend a greater energy to the activities of all in Dream Valley. It was peaceful. Just thinking of it filled Fizzy with excitement, that she hadn't felt since she was a foal. She felt that she could run a thousand miles, she was so excited.

A voice behind her indicated that Northstar did not share her boundless energy:

"Geez, Fizzy, don't you ever run out of steam?" She panted, shaking her purple mane in disbelief, slumping to the ground and resting her head on her front legs. Fizzy cantered around her giggling madly, before settling on the ground next to Northstar. Her green coat, only a few shades lighter that the grass, seemed to shine and her multi-coloured main shook with her gentle laughter.

"Sorry, but I still can't believe it. There's been no sign of Hydia for weeks! Imagine if she's gone forever." Fizzy's eyes sparkled like diamonds at the thought.

"I'd like to think that too, Fizzy, but we just can't be sure. For all we know, she's just lying low, planning her next evil scheme. Anyway, until she does show up again, I'm going to enjoy the sunshine." With that, Northstar closed her eyes, basking in the sun. Fizzy smiled softly; she always liked it when Northstar finally relaxed and took it easy for a while.

"She needs some rest, as much as any of us. She takes everything way too seriously, sometimes." Still, Fizzy was just as restless, nothing seemed to be able to dampen her good mood. Looking across the field, she could see the rest of the inhabitants of Dream Valley were also making the most of the sunshine. Paradise was resting on the grass, surrounded by many woodland animals, as well as several baby Ponies. Judging by their captivated expressions, she was recounting yet another legend from Dream Valley's past. Towards the centre of the field, however, was where the main action was, for Magic Star was organising a game of Frenzy. Even though everyone told her that the rules were easy, Fizzy still got confused sometimes. Still, she understood the purpose of the game perfectly. Originally intended as a lesson for the Baby Ponies, the game had quickly become very popular with the adults as well, for it embodied the spirit of Dream Valley. The aim of the game was to collect the ball from the centre of the field and return it to their home goal. However, victory could not be achieved alone. Playing Frenzy impressed upon the young Ponies the value of co-operation and teamwork, as well as showing them that each of them had a part to play. Even as she watched, Fizzy saw evidence of this as Baby Lofty swept down to snatch the ball away from Gingerbread, wings beating furiously as she raced for her own goal. Suddenly, Windwhistler and Magicstar appeared, boxing her in, attempting to make her drop the ball. Desperately, Baby Lofty threw the ball towards Cupcake, who had a clean run for the goal. Desperately, Cupcake raced forward to intercept, determined to score. From across the field, Ribbon winked out, appearing in front of the startled Cupcake, capturing the ball, dribbling furiously as she raced back towards her team members, caught out of position. Immediately, Shady and Lickety-split gave chase, rapidly closing on the fleeing Unicorn. Knowing that she could never escape the great speed of the Eartherns, Ribbon kicked with all her might, sending the ball into the air, where it was neatly intercepted by Surprise, who shot back across the field. And so it continued, back and forth, each member of the teams using their unique abilities, together, to gain the advantage. Feeling that some energetic competition would be just what she needed, Fizzy got to her hooves and cantered over to join them, leaving Northstar to snooze. Life was definitely good.

# # # # # # # # # # # # # #

Smoke, foul and acrid, rose of the blood-red surface of the scrying pool, shrouding the room from sight. However, the evil stench did nothing to deter the figure bending over it, gazing raptly at the rippling surface. When he spoke, his voice was a silibant, cruel hiss:

"Detestable creatures. So pure. So…good and noble. Still, they will make an excellent addition to my…collection, especially the young ones. Properly raised, who can say what potential they will achieve." He swept from the room and whether his departure changed the air currents, or some other force was at work, the billowing smoke swept aside, to reveal the grass plains of Dream Valley..

# # # # # # # # # # # # # #

Shady awoke to a room filled with shadows, and barely managed to keep from screaming, although she couldn't stifle a small gasp of horror. Dark stones wall surrounded her, jagged like teeth or seeming to resemble cruel, leering faces. Desperately, Shady tried to crawl backwards, to escape, only to find that she couldn't move. Looking down, she gazed in horror at the glowing chains that were attached to metal collars around her legs and neck. The chains ran to the floor, where they were secured to strong iron rings.

"Oh, why does this always happen to me? Maybe I _am_ unlucky, after all."

Shady moaned, her voice trembling slightly.

"If you're unlucky, Shady, then we all are!"

Shady snapped her head around and her face broke into a grin:

"Windwhistler? Is that really you?"

Windwhistler nodded:

"It's us, Shady! And we're not alone in here."

As her eyes adjusted to the gloom, she saw that Windwhistler wasn't kidding. All around the room, every pony from Dream Valley was present, even the baby Ponies and Spike, Molly and Danny.

"Not that anybody has any idea where here is!" Megan added.

Even though she sounded calm, Shady could detect a faint hint of uncertainty and fear in her voice, something she imagined that they were all feeling. They were all similarly restrained, even Megan, who was secured at the wrists. Still, unlike the others, she wasn't chained to anything, and was able to move around. This wouldn't do them much good, as there was no obvious way out of their prison. Still, as scared as she was, she didn't give up hope. She was with Megan, and Northstar, and Masquerade, and all the others. As long as they were together, all was not lost. Still, it was the babies that she was worried about. Even though they were quiet, and nobody cried, she could see in their eyes that they were scared. Clearly, Megan could see it too, for she moved over to them, offering hugs and whispering words of comfort.

"Oh, Megan, I'm scared. I don't like this place!" Baby Moondancer whispered, her voice quavering.

Megan wrapped her arms around her neck, stroking her mane soothingly.

"I know, Baby Moondancer. And I'll tell you a secret; I'm scared, too. But, we need to act brave, okay. Can you do that for me?" She asked, flashing her a warm smile.

"O…okay, Megan. If _you're _scared, then I guess it's okay for me too be scared, too."

"Good girl." Megan whispered, planting a kiss on her forehead, before turning back to the others.

"I wonder where we are? This doesn't seem like anywhere in Dream Valley that I've ever seen!"

"I don't believe that we are in Dream Valley. From the architecture of this room, not to mention the composite building materials involved…"

"Windwhistler, ah do declare! What are you talking about, sugah?

"I was merely stating that the style evident in this building, as well as the stone-based materials used…" Seeing the expressions on everyone's faces, she stopped.

"In other words, there are no buildings like this in Dream Valley."

"Windwhistler is right." Magicstar added.

"Think back. Hydia's lair, the castle of Katrina, Porcina's Fortress; none of them looked like this."

"Oh, Megan, how are we ever going to get home?" Molly asked, huddling closer to her sister.

"Have faith, Molly. We'll get out of this yet."

"Quiet." Northstar's voice was deadly soft, cutting through the nervous chatter.

"Someone's coming."

Suddenly, every ear was straining, and then they heard it. The dull clank of armoured footsteps marching over stone. All eyes turned to the cell door, waiting anxiously as the unseen people approached. Ominously, the door creaked open and two creatures walked in, moving to either side of the door. With dark coloured skin ranging from black to purple, they looked like large cats, emaciated and cruel, with thin, wiry limbs, vicious claws and snarling faces with jagged fangs.. Wings, powerful and leathery, protruded from their backs. Red eyes gleamed from the shadow of the crude helmets upon their heads and faint growls could be heard. Suddenly, Megan felt the air go chill as another figure entered. He was wrapped in a black cloak that seemed almost like a rippling shadow and he wore a crown made of black metal, jagged like thorns. However, between the cloak, nothing could be seen except two yellow eyes that burned like ice.

His burning gaze travelled around the room, staring at each in turn, seeking some weakness. However, if he was seeking to intimidate them, he would be disappointed. No-one, not even Shady, backed down before him, meeting his gaze with a steely determination. With a short hiss, that may have been a laugh, he moved toward the centre of the room.

"Excellent. Fire of spirit. You will make excellent additions to my research. I have high hopes for all of you, especially these young ones."

"Leave them alone!" Fizzy yelled, struggling against her chains.

"If you hurt them, you will regret it." Masquerade challenged, glaring into their captors eyes."

"Please, we've done nothing to you. Just let us go!" Megan pleaded.

Their captor simply laughed.

"I think not. We have…"

"Lord Kahn!" Came a voice that sounded like stones falling down a mountain.

Kahn turned, as another figure entered the room, the fiery glow that emanated from the fissures in his rocky form bathed the room in a flickering red light.

"My Lord, we are under attack. The tower has been breached."

"Who would dare, Rresk? Unless…Setak, remain and guard these pathetic creatures. Despair and lonliness will make them easier to bend to my will." With that, he drifted out of the door, followed by Rresk, the door slamming shut behind them.

Everyone exchanged concerned glances, until Buttons broke the silence.

"This tower's being attacked. The question is, will it be good or bad for us?"

" 'The enemy of my enemy is my friend'."

Windwhistler quoted.

"This may be just the opportunity that we require."

Ribbon shook her head:

"I hate to rain on your parade, Windwhistler, but that only really helps if you get a chance to actually _make_ friends before the fighting starts."

"Still, the confusion may be useful to us, if we get a chance to escape."

Lofty added, ever the optimist.

Suddenly, every eye turned towards the door, as two loud shrieks sounded, followed by an almost deafening silence.

"What was that?"

Danny asked, nervously.

Slowly, the door creaked open and another head poked in, glancing around quickly, before slipping inside. Despite all that Megan had seen during her days in Dream Valley, she found that she was constantly being surprised and this stranger was no exception. Although he had arms and legs like a human, that was where the similarity ended. His skin was ebony black, decorated with three silver spots that ran across his forehead. His eyes were perfectly blue, with no iris or pupil and silver dreadlocks cascaded around his neck and shoulders. He was dressed in a grey leather jerkin, dark green trousers and a rough travelling cloak with numerous stains that suggested a lot of use on a long journey. He wore a bow across his back and had a sword slung at his side.

Several of the Baby Ponies screamed as he started towards them, and the Unicorn's acted. At the same time, Fizzy, Buttons, Ribbon, Gusty, and Galaxy called upon their magic, desperate to defend the Babies. However, instead of the outburst of power, the chains around them glowed, seeming to constrict the more they struggled to use their abilities.

However, instead of attacking, the figure knelt down, resting one hand on the head of Baby Lickety-split, who had been visibly trembling.

"Relax, little one. I'm here to help." His voice deep and calm.

With that, he reached down, examining the chains that ran around her ankles.

"Hmm. I see. Energy-refracting chains. How typical of Kahn's cruelty. Still, simple enough to deal with."

Grasping the chain with both hands, he closed his eyes, as the spots on his forehead began to glow with a white light. The chain glowed brightly for a second, before splintering into fragments. Swiftly, he moved around the room, freeing the others, then moving back to the door, listening intently for a moment.

"All clear. Follow me, and stay close."

Without waiting for an answer, he opened the door and slipped out into the corridor. Exchanging a look that said they had nothing to lose at this point, Megan lead the Ponies out into the corridor, past the forms of the Setak that had been their fairly pointless jailers. Across the corridor, their rescuer was checking around the corner and waved them towards him, gesturing for quiet. Megan slipped over to join him, with Lofty and Ribbon close behind her. Crouching beside him, Megan looked up at him, whispering:

"Thank you for saving us.

"You're welcome!" His voice was calm, composed, with a faint hum of energy that seemed to accompany it.

"I'm Megan, and this is Lofty and Ribbon."

"Nice to meet you! Syrus is my name."

Despite his clipped replies, understandable given the danger that they were in, his tone still remain warm. Even though he had to keep his mind on the job, he wasn't discouraging conversation, either.

"Anyway, we were wondering what's happening around here."

Lofty asked, gently, as Syrus stepped round the corner and began making his way down the corridor, constantly watching his surroundings.

"Let's just say that you've picked a really bad time to visit. Lord Kahn, whom I gather you've met, is the Master of this tower, and as evil a tyrant as you're ever likely to meet. He's been raising an army, taking prisoners and gathering animals to twist and corrupt, bending them to his will. He would have done the same to you, too."

"He could try." Ribbon answered, her eyes flashing with defiance.

Syrus smiled, before continuing.

"However, his actions have not gone unnoticed. My partner and I were sent here to spy on Kahn and gather information on his actions. We had planned to breach his tower anyway but, when we heard that he'd captured beings never seen in these lands before, we knew we had to take a look. Allowing him to make more additions to his army is unacceptable, as is leaving anyone at his mercy."

"Where is your partner, anyway?" Lofty asked.

"He went to cause a distraction, while I slipped in here through the confusion.' Syrus answered. "Our plan called for us to…"

His stopped as a piercing shriek reverberated through the halls, chilling their hearts, as Syrus flung out his arms to stop them.

"Stay here." He commanded, before advancing several paces, drawing his bow and aiming it down the corridor, just before five Setak rounded the corner, pursuing a large bird about twice the size of the largest Eagle Megan had ever seen. With brilliant red and orange feathers, it did not seem like the kind of creature that Kahn would favour, suggesting that this was Syrus' partner. Around it flickered a strange light, almost as if the bird was generating fire from within itself. This proved to be the case as the bird wheeled about in the air, waving it's wings to send a wave of fire towards one of the pursuing Setak, sending it slamming into the stone wall. However, the creature seemed unhurt, spring back to its' feet immediately and continuing the pursuit. Aiming at the closest Setak, Syrus began chanting under his breath, white light coalescing to form a sparkling arrow, which he calmly fitted into his bow, and fired. The arrow struck the lead Setak in the neck, erupting in a storm of lightning that coursed around it, driving it to the floor with a moan. Even before it finished collapsing, he had aimed and fired his next shot. However, alerted now to the new threat, the Setak dodged aside, the arrow harmlessly whistling past, before continuing its' charge. Seeing that Syrus was about to be overwhelmed, Lofty yelled:

"Pegasus, with me."

She leapt into the air, wings beating furiously as she flew towards the closest Setak, zipping inches past it's head and felt the rush of air as it's jaws closed where she had just been. Before it could react, her hooves flashed out as she passed, striking the creature on its' snout, knocking it sideways. Pony hooves were hard as diamond and, although she hated violence, she was glad that she had them when she in danger. Wheeling around, she took in the fight and saw that there were several Pegasus fighting each Setak, using their superior speed and agility to evade their foes. As she watched, she saw Northstar draw an attack by diving past a Setak's nose, pulling up while staying as close as she could so that the creature was tempted to attack. As soon as it made it's move, Windwhistler swept down from above to land a punishing blow between its' shoulder blades, darting away from the return attack, giving Whizzer an opening. However, the Setak were physically powerful and Lofty knew that it would take a lot of effort to defeat them. Suddenly, Lofty saw that Galaxy had arrayed the Unicorns and Spike together and nodded rapidly when she saw Lofty looking her way. Nodding back, and predicting her plan, she called again, commanding the Pegasus to follow her, abandoning the fight. As soon as they were clear, the Unicorns unleashed their magic, filling the corridor with a mass of lights and sound that nearly drowned out their dreadful wails of the Setak. It was hard to follow exactly what happened next. One Setak was caught by Gusty's wind power and another by Button's Telekinesis and were swept of their feet. Fizzy's bubbles caught under the feet of two more, unbalancing them enough for Galaxy's stars and a fireball from Spike drove them back several paces. Ribbon managed to keep the last two distracted, using her Telepathy to link their minds, overwhelming them with the sudden amplification of bloodlust and rage that they felt, holding them until the other could direct their magic towards them as well. Before they could recover, the Earthern's charge, leaping over the Unicorns, racing towards the stunned Setak. Bounding towards them, they sprang, coming down hard on their heads or backs, driving them to the floor. When the last stragglers Shady and Magicstar had landed, they turned back, their eyes widening in horror as the Setak rose again, despite the punishment they had suffered. Lofty prepared to lead her Sisters in for another attack, when a beautiful sound filled the air, seeming to fill her heart with joy. However, for the Setak, it was clearly less pleasant. Discordant screams tore from their throats and they turned and fled, nearly trampling one another in their madness to escape. Looking up, she saw the fire-bird hovering in the air above them, the air around its' head seeming to ripple slightly and she realised that this was the source of the mysterious song. She started to give a shout of joy, which died in her throat when a lance of fire shot across the corridor, striking the fire-bird in the chest. As it struck the floor, Lofty looked round to see Rresk standing with his arm upraised, a look of cruel satisfaction on his face, as the fire-bird vanished in a burst of flame.

# # # # # # # # # # # #

As soon as Windwhistler saw their rescuer fall, she knew two things at once. One, there was nothing that they could do. Two, they had to leave now, or they would never escape.

Everyone was in state of shock, especially the Babies, and Fizzy and Shady were already in tears.

Her mind worked fast, strategies crystallising.

"Fizzy, Shady, Lofty, Lickety-split, Ribbon, get the Babies moving and keep them together. Northstar, Magicstar, scout ahead. Watch out for Setak and try to find us a way out. Large windows for preference, stairs will do just as well. Everyone else, keep together and keep your eyes open."

She saw Syrus kneeling where his Partner had lain and called:

"Syrus! Come on, we've got to get moving."

Silently, Syrus stood and followed her, and Windwhistler thought she saw a glimpse of gold in his hand. However, she had no time to dwell on the mystery.

With the two Pegasus performing lookout, they would have advance warning of any danger, and were more likely to find a way out than they would by splitting up. Also, by keeping Fizzy and Shady busy with watching over the Babies, they would have less time to dwell on what had just happened. Windwhistler could still not believe it; how their life could go from fear to hope to sorrow in less than an minute. Still, Windwhistler was pragmatic by nature and, however terrible the tragedy was, he had saved their lives to give them the chance to escape. To Windwhistler's mind, not to make full use of the chance that he had given them would belittle his sacrifice.

Ahead, Northstar and Magicstar landed, exchanging excited glances.

"Windwhistler! Everyone, over here."

Seconds later, everyone was standing by a large doorway, looking out at the night sky. Quietly, they slipped through the arch, out into the cold air to emerge onto a large balcony. Tall mountains spread their shadow over the cracked stone and the quiet of the night hung heavy around them.

"Well, this does us a lot of good, doesn't it?" Danny said, a shade sarcastically.

Ordinarily, Megan would have criticised Danny for his attitude, but she knew that he was just blowing off some steam, so she let it slide.

"Actually, Danny, it just might. Look over there!"

Megan strode to the edge of the balcony, pointing to a spot on the mountainside, about 5 feet below them.

"See, there's a ledge over there, and it looks like a path too."

Quickly, the others clustered around, staring vividly at the spot Megan indicated.

"I see it, Megan." Masquerade called excited.

"And it looks like we could jump it, too." Lickety-split added.

"Maybe we could, Lickety-split. But, what about the Babies? It's too far for them!"

Gingerbread put in.

"One thing at a time, Gingerbread. We need to make sure that the ledge is actually safe and doesn't just lead us to a dead-end. Perhaps Heart-throb and I should fly over there, check things out, before we get too far ahead of ourselves."

Lofty could always be counted on to think things through, keeping their feet on the ground.

"Good idea. Meanwhile, let's see if we can close this door, to buy us a bit of time."

Megan said, as the two Pegasus took to the air.

"Leave that to me." Syrus said, his voice sounding flat and hollow. He crouched by the door, chanting softly and a white outline traced around the door, before fading.

"There, that seal should hold even if Kahn himself comes after us."

By that time Heart-throb and Lofty had returned, and there news was hopeful.

"The ledge is safe, Megan, and the path does lead into the mountains."

"Thank you, Lofty. Then, I guess we should get moving."

Raising her voice, she addressed the assembled Ponies.

"Listen up, everyone. Here's what we do. Pegasus Ponies will go first, leading the Baby Pegasus with them. Also, you've carried me for miles, so it shouldn't be difficult to carry across any Baby Eartherns who can't make the jump, right.

The Pegasus nodded, so Megan continued.

"Unicorns go next. Winking over there won't be a problem for you. Everyone buddy up with a Baby to help them out. Once you arrive, both parties head down the path to clear the way for the Eartherns. Eartherns, you'll have to jump. There's no other option. One at a time, to avoid getting in each other's way. And remember, get clear as soon as you land, in case someone is coming in right behind you. Is that clear? All right, Pegasus, let's go."

Quickly, the Pegasus formed up, with Northstar carrying Baby Tiddlywink; Masquerade carrying Baby Lickety-split; Heart-throb carrying Baby Shady; Surprise carrying Baby Sundance; Whizzer carrying Baby Cuddles; Magicstar carried Molly; Paradise carried Danny and Windwhistler carried Megan. As one, they raced towards the edge of the balcony, wings opening with a snap to carry them through the air, sweeping down towards the safety of the ledge. Megan could only hang on, gripping Windwhistler sides with her knees desperately. She knew that there was no real risk, for Windwhistler had carried her for years and had never endangered her, but she couldn't help worrying. However, long seconds later they touched down on the ledge, without so much as a Baby Pony slipping. Quickly, Megan slipped off Windwhistler's back, following the others to the back of the ledge, to clear the area for the Unicorns.

A flash of light heralded the arrival of the first pair of Unicorns, fading to reveal Ribbon and Baby Ribbon. Seconds later, Fizzy appeared, followed closely by Buttons, with Baby Buttons. Then came Moondancer and Baby Moondancer. Finally, Gusty and Galaxy winked in, announcing that they was the last Unicorns to wink across and that the Eartherns were ready to begin their jumps. This was the part Megan had been dreading but, as she was already across, there was nothing she could do but wait and hope.

# # # # # # # # # # # # # # #

Sundance breathed a sigh of relief as she saw Surprise land safely, her precious baby still clinging to her back. While she trusted Surprise with her life and more, it was never easy to trust the safety of your child to someone else. Still, she had accepted the necessity of it and knew that the risk would have been greater if the babies had attempted to jump that distance. At least she had not been alone with her nightmares, for Shady and Lickety-split had been forced to make the same decision. So, they had stood together, watching helplessly as their babies were carried away to safety, Shady sobbing softly, as Lickety-split tried to comfort her. Now that the Pegasus had landed safely, the terrible tension passed, and Sundance felt tears in her eyes as well. While the Big Brother Ponies tended to hide their emotions when in danger, Sundance preferred to feel and accept them, so that they would not distract her later. So, with tears of relief flooding down her face, she nuzzled against Shady, sharing their joy.

Now, however, they had to think about their own safety. Eartherns were the best jumpers in Dream Valley and they had all made longer jumps in their time. However, the risks had never been this great, for if they missed, then there would be no second chances.

Sundance looked around at the assembled Ponies, considering.

Gingerbread, Cupcake, Posey and Cherries Jubilee she wasn't worried about; they were all competent jumpers, calm under pressure. Shady, however, was another matter. While she was actually the best jumper in Dream Valley, with potential that none of the others could match, she suffered from a lack of confidence that could spell her undoing. Sending Shady first would not be wise, as this would just add to her pressure. However, leaving her until last, to make the jump alone, could be even worse. Still, they had to start soon, before they were caught.

"Alright everyone. It's our turn, so let's get out of here. Remember, we've done tougher things than this. Just trust in yourselves and you'll do fine. Gingerbread, are you ready?"

"Are cookies sweet?" Gingerbread joked, drawing a faint smile from the others, before breaking into a run, heading straight for the edge, springing forward to launch herself over the chasm.

Time seemed to stretch into infinity, as Gingerbread sailed through the air. A thousand horrors crystallised in Sundance's mind, imagining Gingerbread plunging into the void, which shattered into nothing as her hooves landed on stone with a clatter, and she cantered away from the edge.

Posey, Cherries Jubilee and Cupcake went next, their powerful muscles propelling them effortlessly across the gap to land safely on the other side.

Now, it was time for her and Shady to jump. However, Shady had backed away from the ledge, clearly afraid.

"Shady…" Sundance began, softly.

"It…it's too far, Sundance. I'll never make it." Shady stammered.

"Of course you will, Shady. You're the best jumper Dream Valley has ever seen. I'll be with you every…"

Sundance stopped, her voice lost as a loud crash reverberated across the balcony, and the wooden door shook as though a massive fist had struck it. Both Ponies backed away, nervously, as the door shook enough to rattle the hinges. Neither Pony needed any further encouragement, they turned and ran towards the edge, spurred on by terror. Behind them, there was a splintering crash and Sundance risked a look back to see a pack of Setak flooding through the door.

"Faster, Shady." Sundance yelled, redoubling her own efforts, the edge of the balcony rushing up to meet them. With a yell of terror, Shady sprang, Sundance right behind her and then they were over open air, the ledge rushing up to meet them. Despite her worries, Shady landed safely and Sundance breathed a sigh of relief. No, she just had to worry about herself. Bracing herself for impact, she struck the ledge hard, four legs evenly distributing the shock, allowing her a gentle landing. Suddenly, she heard a faint cracking and felt the ground shift beneath her feet. With horror, she realised that the repeated impacts of hard Pony hooves had weakened the stone, causing it to crack. Desperately, her feet scrabbled, unable to get any purchase on the shifting surface.

Suddenly, she was aware of something yellow waving in front of her nose and she acted without thinking, her mouth closing around it, her hooves kicking with desperate strength. Without warning, she found herself flying forward, tumbling across the stone to land in a heap against something soft, which gave a muffled yelp. That 'something soft' turned out to be Fizzy, who was staring at her with a somewhat dreamy expression.

"Hi, Sundance." She said, nuzzling her neck gently. Shaking the stars from in front of her eyes, Sundance got to her feet, looking around at the assembled Ponies, relieved to see that they were all okay, especially the Babies. Buttons, Ribbon and Lofty sat next to their children, tails wrapped around them protectively as if they never intended to let them out of their sights again. While the Baby Ponies contrived to look slightly grumpy about this, she could tell from the way that they rested against their mother's sides that they needed comforting too. However, Sundance's eyes were drawn to a tangle of Ponies lying next to Molly. She smiled as she recognised Shady, lying atop Galaxy and Windwhistler. Abashed, Shady slid off them, allowing them to get to their feet. Windwhistler stood slowly, trying to appear dignified, despite the dishevelled state of her mane and the twigs and leaves caught in her coat. Galaxy, however, was laughing uproariously, unable to control herself. Sundance looked towards Shady and gasped as realisation hit her. It was Shady's tail that she had grabbed, stopping her from going over the cliff. She raced over, burying her head in Shady's yellow mane, tears flowing down her face.

"Shady, my precious, my darling. Never, ever, say that you're unlucky again."

Shady blushed deeply, clearly embarrassed.

"It was nothing…" She muttered, looking at her hooves

"Nothing? Sweetie, it was the bravest thing I've ever seen! You should be so very proud."

"Really?" Shady asked, raising her head slowly.

"Of course. You put yourself in danger, again, to save her. You don't think that was brave?" Megan said, stroking Shady's mane.

"But I was so scared!"

"Exactly. You were scared, but you did it anyway. You were brave enough to overcome you're fear."

Windwhistler, who had been watching the balcony, spoke up.

"I hate to break this up, but we should be moving on. The situation in the castle is seems very precarious, and the further removed we are from the vicinity of this fortress, the more secure we shall be."

Seeing the other's confused expression, Megan allowed herself a soft smile, before translating.

"Windwhistler's right, we should be moving on. C'mon, let's see if we can find a way down from here."

Everyone seemed relieved by this suggestion, quickly making their way along the mountain path. However, nobody made a sound, all ears straining to hear anything over the echoes of their hooves that rebounded from the stone walls. However, the tunnel was not a long one and they soon found themselves standing on a wide plateau, staring in wonder at the sight before them. Vast plains stretched before them, further than the eye could see, interrupted only by the small city to the west. Even from this distant, it seemed dreary and foreboding.

"Where's that?" Northstar asked, more to herself than anyone else.

"That's Blackvale." Syrus answered. "A settlement near to Kahn's tower, but one he has little interest in."

"Megan! Everyone, come and look!"

Molly shouted, pointing excitedly towards the edge of the ledge. Swiftly, everyone was at her side, smiling at what they saw. Stretching down from the cliff was a broad ramp of stone, easily wide enough for three Ponies to walk abreast.

"Well done, Molly." Megan said, pleased that getting down from here would not necessitate the drastic measures that they had needed earlier.

"All right, everyone, let's go!"

"We tired, Megan. We wanna rest." Pouted Baby Ribbon.

"I know, Baby Ribbon. I'm tired too. But, we're not safe yet. Just another few minutes more, and you can all rest, I promise. "

Reluctantly, and with much cajoling and encouragement, they shepherded the Babies down the hill. When they reached the bottom, however, all the Babies complaints faded. At the base of the cliff, hidden in the shadow of an overhang, was a fresh spring. Eagerly, the Babies galloped over to drink, 'accidentally' splashing each other in their excitement. The adults stood back, enjoying the moment of seeing their children so happy, before moving to separate their children and get a drink for themselves.

After they had all drank their fill, they sat in the shade under the overhang, which would also shield them from any unfriendly eyes above. Gratefully, Megan sank to the floor, which felt as wonderful as the softest of pillows and was unsurprised to find Fizzy and Windwhistler settling down next to her. Even though she loved all the Ponies dearly, the three of them had always shared a close bond. With a yawn, Fizzy placed her head in Megan's lap, her eyes drooping, as Megan stroking her mane reassuringly. Unlike Fizzy, Windwhistler sat stiffly, clearly listening for any sound that might warn them of danger. Megan smiled softly; while Fizzy was extremely laid back, Windwhistler was the polar opposite, always so serious. An admirable trait, except that she rarely took time for herself, to relax and unwind, something she desperately needed at this point. Using one hand to continue stroking Fizzy's mane, Megan wrapped her other arm around Windwhistler's next, gently pulling her towards her shoulder, kissing her tenderly on the forehead.

"Windwhistler, you need to relax. We safe enough here and you've been on the go for too long."

"We need to be prepared, Megan, just in case." Windwhistler argued, patiently.

"We are prepared." Megan countered. "We're away from danger, in the safest place we can find. The best way to prepare now, is for us all to get some rest, even you. You'll be no use to us if you're sleep-walking."

Gently, she began to stroke her mane as well, softly soothing her, smiling as Windwhistler relented, snuggling up next to her and resting her head against her shoulder.

"I've never sleep-walked!" She murmured, sounding so painfully affronted that Megan knew she was kidding.

Looking around, she saw that Syrus was sitting by himself, staring at something that he was cradling in his hands, looking like a golden orb.

"Syrus, what's that?" Megan asked, gently.

"Please. Just…give me a moment." He said, his voice sounding strained.

Even as he spoke, faint lines of golden light spread across the surface, glowing brighter until the orb cracked, the top bursting apart. From the jagged gap, red sparks began to fly, in a steady stream. Like a firework, they hung in the air, filling the world around them with sparkling red stars. Slowly, the sparks began to drift together, each individual glowing brighter and brighter, until the light became so powerful that they had to shield their eyes. When they could finally open them again, it was to see a familiar bird standing on the grass in front of them, although this time it was about the size of a pigeon. It was flame red, with a plume of orange feathers sweeping down towards its back. Faint red sparkles flickered across its body, twinkling like minute stars. Slowly, it spread it's wings, opening it's beak to produce the most beautiful sound Megan had ever heard, soft and melancholy. Closing it's wings again, the creature continued to stare and Megan got the distinct feeling that there was an intelligence behind those sparkling eyes.

"Syrus, is this…?" Megan asked, cautiously.

"Yes, Megan. This is my Partner, Lumir." Seeing Megan's confused expression, he continued.

"Lumir is an _ari'nasid_. If they are mortally wounded, they burst into flames and are reborn from an egg. However, the process leaves them weakened and much of their power and memory is lost. To be made whole, the must return to their home in the Dwindling Mountains and bathe in the Sacred Fires. Without them, Lumir will forever remain a shadow of his former self.

"He's a Phoenix!" Megan exclaimed.

Seeing Syrus look of confusion, she explained.

"In the legends of my world, we have tales of Lumir's race. We named them Phoenix; a bird reborn from the ashes."

Syrus closed his eyes, lowering his head to his chest, appearing to be deep in thought.

After several minutes, he looked up slowly, as if waking from a deep trance.

"Phoenixes have visited many worlds, so legends say, even beyond this one. It is not inconceivable that they may have visited yours."

"How far are the Dwindling Mountains?" Megan asked.

"Megan, you cannot be considering such a journey?" Windwhistler asked, horrified.

"Our children are here, Megan." Ribbon added, sounding equally scared. "You can't ask us to put them in such danger."

"I don't think we have a choice, Ribbon. You remember the view from the top of the mesa; there was no shelter and no cover for many miles. We don't even know where to find food in this dreadful place. Syrus is there anyone around, any village that would provide sanctuary for the children?"

Sadly, Syrus shook his head.

"Even before Kahn's return, this was an inhospitable land. Blackvale, that you saw earlier is a dangerous place, ruled by powerful men who always have their own interests at heart. You will find no guaranteed sanctuary before the Dwindling Mountains."

It was Galaxy who finally spoke:

"I say that we do it. Even if there will be danger, we're no strangers to that, not even the Babies. They've been by our side during some of the worst times in our history and we've always kept them safe. Sometimes, they've been the ones to save us."

At this, the Babies stood up proudly, surprised by the complement.

"Yeah, we Little Ponies, too. We not afraid." Said Baby Lofty.

"We wanna see Phoenixes." Added Baby Heart-throb.

"Pleeasse." Begged Baby Shady.

Soon, all the Babies were talking at once, chattering loudly and excitedly until Megan managed to shush them.

"Are we all agreed?" Megan asked, eyeing each of the Ponies, even though she already knew the answer. She could tell from the sparkle in their eyes that they were ready to take the risks, whatever they may be.

However, Buttons answer dispelled any doubt.

"Well, what are we waiting for?"

Megan smiled: Buttons enthusiasm was as strong as ever.

"Hold on, Buttons. It's been a long day and we're all tired. Some of us more than others." She added, as Fizzy stifled a yawn.

" I know how urgent things are, Syrus, but we've had a long day and we could all do with a rest. Besides, it's getting late and we'll do no good blundering around in the dark. So, unless there's any great danger, we'll make camp here for tonight and set off in the morning."

Syrus nodded. "This place is a safe as any. However, building a fire would be a wise precaution. As to Kahn, I do not believe we have much to fear from him, as it will be dawn soon and his creatures do not travel beneath the sun.

Under Megan's direction, they arranged a large ring of stones, pilling it with firewood. Fortunately, there was plenty lying around because, as Syrus explained, Kahn's forces routinely stripped this area, felling trees to feed his furnaces. In their frenzy, it was not hard to find enough to build a large fire, with plenty to keep it burning through the night. Megan was an experienced camper and, within half and hour, that had a nice roaring fire going, casting flickering shadows across the ground. Still, despite the fire, the darkness still seemed to press around very close. Megan sat next to the fire, with her arms wrapped around Molly and Baby Cuddles. Even though it was late, nobody seemed in the mood to sleep, everyone huddling in twos or groups, seeking some comfort from their exhaustion and fear.

"I'm scared, Megan. Sing us a song. Please." Baby Sundancer asked, her voice quavering slightly.

Softly, Megan began to sing a lullaby that she had used to soothe the Babies back in Dream Valley, when there was a storm, or they had just woken from a nightmare.

Suddenly, she stopped, as a strange music reached her ears. Looking around, she saw Lumir had closed his eyes and was singing too. Smiling, Megan picked up the thread of the song again, feeling a sense of calm settle over her. Clearly, this effect was spreading to the others as well. The Babies were already fast asleep, curled up and the adult's eyes were drooping slightly. A soft snore, close by, told Megan that Molly had fallen asleep. Danny and Spike now sat back to back, heads resting on their chest, snoring loudly.

"…sleep though the deepest night, forevermore." Megan finished, Lumir's magical notes fading away as well. All around, Ponies lay curled up, heads resting on their forelegs, or against each other, deep asleep. As sleep took her, Megan saw Syrus and Lumir sitting together, seeming alone and distant.

End of Chapter 1

Hope you enjoyed it. Will be posting additional chapters, particularly if I get requests.

Any comments/reviews would be greatly appreciated.

Thanks, Frontline.


	2. Chapter 2

**My Little Pony is Copyright to Hasbro and no infringement is intended. This story is written for no profit and is owned by me. This cannot be reproduced without my permission.**

Fizzy awoke with a groan; her bed felt so hard and…why was her pillow moving?

Cautiously, she opened her eyes, blinking away the last vestiges of sleep.

"I wondered when you were going to wake up, sleepyhead."

Came a gentle voice, from beside her ear.

"Morning, Windwhistler." Fizzy mumbled, reluctantly getting to her feet.

"What happened? I remember Megan singing, and then…"

"You were using me as a pillow?" Windwhistler offered, smiling softly.

Seeing Fizzy's expression, she added:

"Don't feel bad, Fizzy. You've already repaid the favour." She said, indicating Fizzy's side with a nod of her head. Looking down, Fizzy saw a patch of tousled fur, just like the one on Windwhistler's side where she had been resting.

"Oh. Yeah."

"Anyway, now that we're all awake, what's our plan?" Gusty asked.

"Bath time, I think." Ribbon said, with a soft giggle. Looking down, Fizzy saw that her legs were covered in dust and flecked with grass. Everyone else seemed to be in a similar state, except for the Babies, who were caked from head to hoof in dust.

"Awwww!" Came the moan from all the Babies, suddenly faced with their worst nightmare.

"If you don't have a bath, then we won't let you come on the adventure."

Lofty said sternly.

"Okay." They mumbled, in defeat.

Megan walked towards the pool of water, dipping her hand in, before pulling it out with a squeal.

"Lofty, this water's freezing. It's no good giving these kids a bath if they catch a cold afterwards."

"Leave it to me, Megan." Fizzy said, cantering over to the pool.

Gently, her horn began to glow. Nothing happened for several seconds, then bubbles began rising to the surface the water started to give off steam.

"Outstanding. Fizzy is using her ability to create bubbles to excite the water molecules, transferring kinetic energy between them, resulting in a rapid rise in temperature."

"What's Fizzy doing, Megan?"

Baby Lickety-split asked, clearly confused.

"Fizzy's boiling you all a nice hot bath." Megan explained, kindly.

Soon, the water was nicely warm, a fact proved by Fizzy as she dived in head first, splashing around while laughing with glee. One by one, the Baby Ponies were shepherded into the water. Megan, having rolled up her trousers and sleeves, waded into the warm pool, moving around the group, playing with the Babies as well as cleaning particular stubborn dirt from hard to reach places. After a short battle aiding Gusty with Baby Gusty, Megan found herself with Masquerade and Magicstar. Magicstar used her tail to send powerful waves of water across Masquerade's back, sweeping away the grime.

Seeing Megan's concerned expression, they exchanged worried glances, before Masquerade asked;

"Why so down, Megan? What's the matter?"

"It's…I don't know…It's just…I wonder if we'll ever get home again. Maybe we aren't doing the right thing. Maybe the answer is back inside Kahn's fortress. Maybe that's where we should be going."

"Now, Megan. You know that we can't do that. It's just too dangerous. We're just walking back into the same trap that we barely escaped from last time.

"I know. I mean, I already knew that, deep down. Still, it will be dangerous. What if…?"

"Megan, we've been in danger before and we've come through by standing together. There's always hope, honey."

"Anyway, with all your worrying, you've overlooked someone who needs a wash very badly."

"And who would…yeek!" Megan's sentence ended in a squeal as, with a flick of her tail, Masquerade sent a wave of water washing over her, soaking her from head to toe.

Slowly, Megan brushed her damp hair away from her eyes, staring at Masquerade mischievously.

"Now, Megan, I…yeeek." Masquerade shrieked, as Megan returned fire, splashing vigorously.

Soon, the battle was joined; alliances formed mainly on whom hit whom. Megan dodged away from Magicstar's return salvo, which caught Gingerbread squarely in the head. Leaping forward, she sent out a wave of water which, as well as soaking Magicstar, also caught Buttons and Sundancer. And so it continued until before long, water was flying everywhere, sparkling drops filling the air with short-lived rainbows.

Fifteen minutes later, when the water had begun to cool, and everyone was soaked almost to the bone, they were laying on the grass, letting the warmth of the sun slowly dry them off.

Megan walked over to Syrus and Lumir, who had been watching the display with bemusement.

"Everything that I learn about you and your friends is a revelation to me. Here you are, lost and stranded; in the midst of danger and this is how you behave?"

"That's what you need to understand about these Little Ponies. Not even times such as these can dampen their spirits. The tougher things get, the more they enjoy what they have. If they know there are difficult times ahead, and they have one last chance for fun, to enjoy simply living for awhile, then that's what they'll do.

Syrus nodded, slowly.

"I hope that I will have more time to learn from you. Still, time is short and we should be moving on.

"Which way are we to go?"

"We must risk crossing through Blackvale, for it is the most direct route towards the Dwindling Mountains."

"Then, the sooner we get moving, the better."

* * *

They left the shelter of their makeshift camp rather reluctantly; for they knew that they were leaving behind the only safety any of them would find for many miles. Nevertheless, they travelled on, Megan, Syrus and Lumir at their head. Despite the difficult journey that lay ahead, they remained in high spirits, chatting amongst themselves and absorbing the new world that they found themselves in.

"Do you remember whether you found what you were looking for in Kahn's fortress?"

Megan asked quietly, to Lumir.

_I cannot recall, precisely. I have this sense of dread, like a vast shadow is stretching out to swallow the world. However, I have no idea what that means, if anything._

"Don't worry, Lumir. We'll get you home and get your memory back, I promise."

_I admire you're confidence, Megan. I feel that I was once like you. Now, with the loss of my powers and memories, I am uncertain._

"Lumir, all your strength and wisdom doesn't come from your memories, or even from your powers as a Phoenix. True strength always comes from your heart. Your powers may be gone, but that isn't what lets you do all the incredible things that you do. Just look at me and the others: We don't possess even a fraction of the power than you do and yet, we've gone places and faced evils we never expected to defeat. We did it because we believe in ourselves, and in each other. Try to imagine, for a second, that you hadn't been born with your powers. What would you do?"

_I…I would do what I could, using whatever strength I had been given._

Megan smiled:

"Just hold onto that thought, Lumir, and you'll be surprised at what you can do."

They continued on their way until the sun was sinking towards the horizon and shadows were spreading across the land. Knowing that they would need to stop for the night soon, Megan sent Lumir, Northstar and Heart-throb to the top of a nearby hill, to get an idea of what lay ahead, especially to see what shelter lay ahead.

They returned almost immediately, with news that made Megan forget her exhaustion.

"Wagons, Megan. Many of them, catching us up fast." Heart-throb called, as they swooped down to land

"They are probably merchants or traders_._" Syrus added.

"This may work to our advantage. Traders will usually offer lifts to travellers, especially in return for worthwhile information or new stories to tell when they reach settlements. However, we must be cautious, for not all those who travel these wild lands are to be trusted."

"I think we have to take the risk." Megan decided. "It's getting late and we can't stay out here all night without any decent shelter.

"We should be careful, Megan. I think some of us should wait here, while the rest of you go in. That way, if anything happens, we'll still be free and able to act."

Ribbon cautioned.

"You're right, Ribbon. Okay. Danny, Magicstar, Heart-throb, Sundance and Gingerbread. Stay here with Ribbon and keep watch. If it's safe, we'll send someone to get you. If not, it'll be down to you to mount the rescue."

"You sure you'll be okay without me, Megan?" Danny asked.

"I hope so. Anyway, I need you here. If anything happens, follow us.

"You can count on me, Megan."

"I know I can, Danny. Lumir, I think you'd better stay here too. You're too valuable to risk. Besides, you're likely to attract attention."

Lumir nodded, indicating his acceptance.

"Alright, then. Everyone else, let's make our presence known.

* * *

Northstar had to work hard to hide her smile at the stir they caused as they entered the camp, though she was not surprised. They walked in a column, with Syrus and Megan at their head. Behind her walked Fizzy, Heart-throb, Shady Truly and Galaxy. This was Windwhistler's idea, to present the wrong picture of their nature, by making their 'leaders' appear to be friendly and easy-going. By keeping those like Buttons or Magicstar, who were sure and confident, out of the spotlight, they could maintain an element of surprise that could prove invaluable. All heads turned to gaze at them, the flicker of the firelight revealing the curiosity in their eyes. Even though Syrus had warned her what to expect, their lupine appearance was still enough to unnerve her slightly. Most wore simple tunics and trousers, careworn but in good condition, their coats well-groomed despite the evidence of a hard days travel. Slowly, Megan spread her arms in the gesture of peace that Syrus had taught her, saying:

"Hello. We saw your camp and hoped that you would be able to help us. Is your Chief around?"

"Sure." One of the wolves growled, before calling:

"CHIEF!"

"Alright, alright! Keep your fur on." A voice snarled from a nearby caravan.

Then, the canvas flap was pushed aside, revealing a silver-furred wolf, who looked around angrily, until his eyes lighted on Megan and the Ponies. Suddenly, his angry demeanour softened and he rounded on the one who had called his name.

"Klad, you cub! Yelling and raising a ruckus, instead of saying we've got guests."

He admonished, cuffing him playfully.

"Forgive me. If I'd known that you were here, well… Anyway, what can I do for you? We didn't expect to meet anyone one else out in these lands."

"In truth, we came to trade. We have a proposition for you."

"I see. In that case, you are doubly welcome. Ah, where are my manners? I see that you are tired, especially the little ones." He added, winking at the Babies.

"We have seats prepared by the fire, and we can talk more comfortably."

Megan smiled:

"Thank you, sir. We're very grateful."

Soon, they were all seated around the fire, drinking tea that their host had provided. Megan wrapped her hands around the mug gratefully, taking a cautious sip. It was pleasantly sweet and did wonders for her aching limbs. The others were drinking from china bowls, clearly feeling more relaxed than they had since arriving in this strange place.

"This is delicious, sir."

"Please, call me Tran. It's just a delicacy that we picked up on our latest travel. Still, I'm pleased you like it."

"My name's Megan, and this Molly, my sister. Also, meet Fizzy, Heart-throb, Shady, Truly and Galaxy."

"Greetings, one and all. Well, what can I do for you?"

"We we're hoping that you could provide us shelter for the night. I know that is a lot to ask, for someone that you have never met. However, we can compensate you for your trouble. I understand that you are always keen to hear new stories, stories that no one else could tell you? Well, we just might be able to help you there."

"Stories?" Tran asked, his eyes lighting up with excitement?

"Indeed? New stories are highly prized. That is…very generous. I accept your offer. The hospitality of our camp is yours. Now, you must be tired!"

"Actually, I…" Megan voice was interrupted by her yawn.

"Excuse me, I…" Her voice trailed off again. She suddenly felt very sleepy, barely able to keep her eyes open. Around her, everyone clearly felt the same. Already, the Babies were fast asleep and everyone else was falling fast.

"Something's…not…right." Megan whispered, struggling to get to her feet, even though her limbs seemed to have turned to lead. She made it about two steps before sleep finally overcame her and the last thing she remembered before blackness took her was the thought that she had let everyone down.

* * *

Ever since Megan and the others had left, Danny had paced up and down, stopping only to glance down at the camp every few seconds, until a stern look from Magicstar caught his attention.

"Danny, please sit down. Megan can take care of herself and you can't afford to waste your energy fretting."

Reluctantly, Danny sat on a nearby rock, though now he gazed determinedly at the distant shape of his sisters.

Magicstar couldn't blame him entirely, though. She would rather be down there too, even though she saw the wisdom in Megan's plan.

Suddenly, Danny sprang to his feet and Magicstar rose to sit him down again. However, the words died on her tongue as she saw Megan slumping sideways, clearly unconscious. With a shout of rage, Danny made to race down the hill, desperate to help. Reacting with lightning speed, Magicstar seized the back of his shirt, pulling him up short.

"Wait, Danny. You can't help her. If you go down there, they'll just capture you and we'll lose our element of surprise."

"Are you kidding? We gotta rescue her."

"We will, Danny. It'll just take a little longer."

By now, the camp had vanished along with the captives and the caravans were heading away down the trail.

"Lumir, do you have any idea where they're heading?"

_There is little doubt. Unless they change direction, they will reach Blackvale within an hour._

* * *

The loud rumble of the cage doors disturbed her sleep, but she didn't even raise her head from atop her massive paws. The terrible sound was so familiar, after months in this awful place. A faint breeze stirred the heavy air, bringing with it the scent of fresh air and…something else. A scent from long ago that got her tail wagging, despite her incarceration. Her eyes sprang open and she was on her feet, straining against the chain attached to her collar. She could barely restrain a faint growl as her captor walked in, smiling in satisfaction. She'd vowed long ago that she would make him pay for his actions, no matter how long it took. Then, they arrived and all other thoughts were forgotten. It was them; somehow, they were here. For the first time in those dark months, she felt a glimmer of joy and hope. Now, perhaps, there was a chance.

The cage door slammed with a clang and her captor swept out, not even looking back. She waited, to be sure that he had gone, before calling at the top of her voice.

"."

Every head turned and then there was a delighted squeal:

"Dinah?" Dinah!"

Immediately, the Ponies were bounding towards her, chattering and yelling; sobbing with joy and sorrow.

Eventually, calm was restored and everyone could make themselves heard, Truly being the first to speak.

"Dinah, sugah. Oh, how ah wish ya could tell us how ya got here. Ah never thought that we'd see ya again."

Oh well; here it goes, Dinah thought.

"I have missed you too, Truly, and all of you."

Shocked silence reigned for a few seconds, as what they had heard sunk in.

"D…Dinah. Ya can talk?"

"Of course, Truly."

"But, back in Dream Valley, you could just bark."

Lickety-split added, slowly.

"True. Back then, I was very young and had not yet learnt how to talk. Many things… have changed since I saw you last."

"Then, you must have a name of your own." Lickety-split said.

"I do. However, it does not translate well into your language. 'Dinah' will suffice, I think.

Then, she turned to the three Babies that had been staring at her in wonder, saying:

"Hello, Baby Shady, Baby Lickety-split, Baby Tiddly-wink. It's wonderful to see you again."

Immediately, they threw themselves at her, burying their heads in her fur, sobbing furiously.

"Dinah, we miss you."

"You still our friend!"

"Oh, my dears." Dinah soothed, drawing them closer with her paws, licking the tenderly. Eventually, they had calmed down and were sitting around, snuggling against Dinah's warm fur.

"Dinah, this is Megan, Molly and Danny, friends of ours from Earth. And this is Syrus."

"A Cykian. It is many years since I have seen one of your kind, Syrus. Some would say for the better. However, if my friends trust you, then that is good enough for me." Dinah said.

"My people have a lot to answer for." Syrus answered, a shadow of pain creeping into his voice.

"What is this place, Dinah?" Megan asked.

"It is a slave market, Megan. Our 'host' seeks for unique and powerful creatures, which he sells, to the highest bidder. It is an evil place, of little hope. I have been here for months, watching others come and go."

"Then, how come you're still here?" Megan asked, gently.

"I am considered to be brutish, stupid and violent, an impression that I have worked hard to create. Ever since I bit my last prospective owner, I have not been very popular. I knew that as long as I was here then, perhaps, there was some hope of escape. I had begun to give up hope, until now. "

"Well, don't despair yet, Dinah. Ribbon and some of the others are looking for us right now. We've got to be ready to act as soon as they make their move. So everyone, get some rest. I'll take the first watch. Cherries Jubilee, I'll wake you in a few hours."

* * *

It was dusk by the time Ribbon and the others, tired and dirty, reached the outskirts of Blackvale. They had made good time, but Ribbon had insisted that they rest every hour. Therefore, it had taken them a little over six hours travel. Now, they sat on another hillside that overlooked the town. In all her years, Ribbon was confident that she had never seen a more dismal place. It seemed to attract shadows. She had to suppress a twinge of fear at the thought of her baby being in that dreadful place.

"Boy, would you look at this place? It's huge. How are we ever going to find them in there?"

"Relax, Danny. That'll be easy. Megan knew what she was doing when she told Ribbon to stay behind." Magicstar reassured him. "Ready, Ribbon?" She asked.

Ribbon nodded, closing her eyes, concentrating hard. Softly, but with increasing strength, her horn began to glow. Of all the Unicorns, Ribbon had one of the most powerful abilities, for she was a telepath, able to read minds. However, unless she was familiar with them, most minds were largely alien to her and she could only decipher strong thoughts or emotions. But, for those she was close to and who were willing to let her in, she could do much more, sending messages over great distances. Right now, she was reaching out to the one whom see could communicate fluently.

_"Baby Ribbon? Sweetie, its' Mommy. Can you hear me?"_

_"Mom! I hear you. I hear you!" _Baby Ribbon answered, excited and relieved.

_"I __**can**__ hear you."_ Ribbon corrected automatically.

"_Oh darling, I'm glad you're alright. Honey, listen, I'm going to look through your mind and find out where you are, okay?"_

_"Okay."_

Images rolled across her mind; dark streets; a large building; a stable surrounded by solid walls, dank cells with solid iron bars.

_"Well done, Baby. Be brave, okay?"_

Ribbon expanded her mental sphere to encompass the others.

_"Megan, can you hear me?"_

_"Loud and clear, Ribbon. I'm glad to hear your voice! Where are you?"_

_"Just outside the city. You know that you're in Blackvale, right?"_

_"We had a feeling. Listen, have we got a surprise for you. Dinah's in here!"_

Ribbon felt her eyes widen.

_"What? Dinah! How can she be here?"_

_"We haven't got all the answers yet. The main thing is, she'll be able to help us. Now, what's your plan?"_

_"It's late, Megan and we've been walking for hours. We'll rest up tonight and slip into the town tomorrow morning. I bet they'll have kept you a secret, so we shouldn't raise too much suspicion. We'll get a look at the building tomorrow and start making plans. Once we've got a better idea of how things look, we'll be in touch again."_

Ribbon refocused her mind back to Baby Ribbon.

_"Okay, sweetie. I've gotta go now. But, I'll talk to you again tomorrow, I promise. In the mean time, I want you to be in bed on time, and no argument, or there will be trouble."_

_"Okay, Mom. G'night."_

_"Goodnight, Baby."_

Reluctantly, she broke the connection, opening her eyes slowly.

"Everyone's fine, or as fine as they can be."

Quickly, Ribbon relayed what Megan had told them, the news about Dinah causing a predictable excited outburst.

Magicstar sat listening thoughtfully, then questioning Ribbon about every detail she could remember of the building.

"Okay, it's nearly morning. We'll get a few hours sleep, then sneak inside Blackvale. We've got a lot of work ahead of us."

* * *

Sunlight had not even started creeping over the rooftops when Magicstar, Heart-throb, Danny and Lumir slipped over the ancient tiles towards the edge of the roof, flattening themselves when they got there. They had chosen this building because it overlooked the stables and because the flat roof would hide them from casual observation. However, the view was less than encouraging. Strong wooden gates sealed the exit from the yard, looking every bit as strong as the stone walls. Four guards, carrying spears, were patrolling the yard, walking between the caravans that had carried the captives here. Others, in pairs, walked around the perimeter. In short, there seemed to be no way in. The only possible access was through the small chimney in the thatch roof. Much too small for Danny, or any of the Ponies, to make use of. A Phoenix, however…

"Lumir, we need to get someone inside, someone that Tran and his crew don't know about. That chimney, do you think you could get through it?"

_I am willing to try_. Lumir answered confidently.

"Excellent. Once you're inside, find Megan and the others. Once we know where they are, we can make proper plans. Meanwhile, we'll stay here and see what we can learn."

_I understand. Once I find Megan, I'll have Baby Ribbon contact you._

With a faint ringing, Lumir spread his wings and soared away, sweeping towards the stable. Wind whistled past him, as the stable came nearer, until he alighted on the soft thatch. Cautiously, keeping low to the roof, he risked a glance into the yard. However, the guards were still standing around idly and Lumir relaxed slightly. Carefully, he slipped back to the chimney, leaping back into the air, tucking in his wings to turn his fall into an accurate dive. Stone surrounded him, rushing past him in a blur. A faint crackling reached his ears and red light flickered on the walls.

_Fire. _Lumir thought, calmly. Well, that was no real obstacle for a Phoenix. Suddenly, the stone walls vanished and Lumir spread his wings hurriedly, sweeping out of the fire to land safely in the shadows of the rafters. Seconds later, the door opened and two wolves came in, sitting down by the fire. Silently, Lumir cursed. As long as they sat there, he wouldn't be going anywhere. Suddenly, Lumir turned his head, as he felt a breeze stir his feathers. Clearly the building had been built cheaply, for the walls did not extend all the way to the ceiling, meaning that the roof was one large loft. Carefully he took to the air again, flitting between the wooden beams, landing whenever he seemed to cross into another room. Ten minutes later, he found what he was after. The cells were dingy and dismal and the Ponies sat huddled together, next to a large creature with brown fur that he assumed must be Dinah. Taking care to keep his mind-speech focused, Lumir called out:

_Megan. Megan, I'm here._

Swiftly, every head looked up and Dinah began to growl softly.

"Take it easy, Dinah. This is Lumir, a friend of ours. Windwhistler, carry on."

"Our captors think they have the upper hand. As long as they think we're helpless, they'll be overconfident and that works to our advantage. They're clearly not worried about us, because we're not chained up like Dinah is. We need to create a situation where we appear helpless but are actually in a position of strength."

Gusty appeared thoughtful:

"We need to think of more than just getting out of these cells. We need a safe way out of Blackvale, too. We can't exactly walk out in broad daylight, not without attracting attention."

"Oh, that's easy."

Everyone turned in surprise to look at Shady.

"Why don't we use the wagons? One of those should be large enough to carry all of us, right?"

Shady beamed, triumphantly.

"That might work, Shady. Lumir, have you seen any sign of the wagons?"

_They are being kept in the back courtyard._

"And are there any guards?"

_Two pairs that we saw. And more patrolling the streets outside._

"We only really need to worry about the ones in the yard. Once we're out of the gates, the others won't be able to stop us. Danny and the others can find a way to get rid of them before we make a break for it."

Whizzer added.

"Okay. That just leaves getting out of the cells. I can't see any way of breaking the bars down."

"We don't need to!" Molly exclaimed, excitedly.

"If they've got the keys, then we'll need to make them unlock the doors themselves."

"How could we do that, Molly?" Megan asked.

"I don't know." Molly admitted.

_I think I may be the solution. If they are so keen to get rare creatures, then a Phoenix should certainly interest them._

Megan nodded:

"That certainly sounds plausible. Still, even if this works, what good will it do? Even though were not chained up, we can't fight those guards!"

"What we need is a little surprise!"

"What do you mean, Surprise?" Northstar asked.

"I was thinking about what Windwhistler said. About how we need to appear helpless, even when were not. We need to create an illusion. And I think Dinah may be just what we need."

"Me?" Dinah asked, clearly confused.

"Yes. They won't worry too much about you, because you're chained up. Except that you won't be. If we can find away to remove your chain, and then put it back for show, we'll have the element of surprise."

"But, how can we free Dinah? That chain won't come out easily." Moondancer pointed out.

Quickly, Megan moved over to Dinah, examining the chain. It ran from the metal collar around her neck to a large iron ring attached to the wall.

"Spike, come here." Megan whispered, hurriedly.

Swiftly, Spike scampered over, joining Megan in the shadows.

"Spike, can you burn through the chain?"

"I don't know, Megan. I'm only a Baby Dragon."

"I have faith in you, Spike. I know that you can do it. Lumir, get into the rafters above the corridor outside and let us know if someone's coming."

It only took about five minutes and the chain fell in two pieces. Swiftly, Megan arranged them on the floor, covering them with straw so that it appeared as if the chain was still whole.

She moved to sit next to Baby Ribbon, wrapping one arm around her neck.

"Alright, Baby Ribbon. I need you to call your Momma for me. We've got some planning to do."

* * *

Night had fallen by now and shadows covered the yard as Danny, Ribbon, Sundance and Gingerbread waited in an alley, watching as Magicstar and Heart-throb alighted on the stable roof. Several seconds passed and then Magicstar raised her head to the sky.

"That's the signal. Let's go." Danny whispered, before slipping out into the street, making his way to the wall, crouching next to a small shed. Gingerbread went first, using the shed as a platform to allow her to easily clear the wall. Danny tensed for the shout that would signal that their plans had failed, but nothing happened. Seeing that Magicstar was still signalling the all clear, Sundance and Ribbon cleared the wall easily, Ribbon winking to the top of the wall, before jumping down. Now, it was Danny's turn. Checking that the cost was clear, he clambered on top of the shed, standing up to peer over the stone wall. Seeing no movement, he got a grip, hauling himself up and vaulted over, landing in a crouch. Quickly, he slipped through the shadows to the fourth wagon in the line. Glancing left, he saw Ribbon pulling blankets over herself, until she was invisible to casual scrutiny. Hurriedly, Danny leapt into his wagon, covering himself with the dusty blankets and fighting the urge to sneeze. Now, all he had to do was wait, until the commotion started. His hand rested on what felt like a long wooden pole and gripped it reassuringly. When it came down to it, it would certainly come in handy.

* * *

This time of night was Tran's favourite; his business was finished and he was about to return to his apartments. First, however, he would swing past the stables and check on his wares. Nothing brought him more pleasure than imagining how much money his latest acquisitions would bring him. He never expected anything unusual to happen, however. So, he could be forgiven for walking right past Lumir, sitting boldly in the middle of the cells, until he did a double take. Even so, it took him several seconds for his brain to recognise what he was seeing.

"A Phoenix!" he roared, in excitement.

"Quickly, you fools. Bring the keys. Open the doors."

Hurriedly, one of the guards raced forward, inserting the keys and opening the door with a loud creak. Eagerly, Tran pushed the guard aside, stepping into the cells, followed closely by four of the others. Carefully, Tran reached out towards the Phoenix, which was sitting quite peacefully and…everything happened at once. With a terrible snarling, the vicious brute that he was sure had been chained up sprang forward, knocking him to the ground. Thuds and screams behind him were testimony to the fate of his guards. Desperately, he struggled to his feet, hand reaching for his sword. Suddenly, he heard hoof beats and spun just in time to see a wave of Ponies speeding towards him. Several dived passed him and he found himself surrounded. He managed to draw his sword, swinging it towards a green Pony with a horn. She had no time to dodge. However, the sword struck the ground where she had been a second ago. He'd barely spun round something struck his chest, flinging him across the room, his sword flying out of his hand. He struck the floor hard and saw the Cykian standing with his hand outstretched. He saw the sword lying a few inches away, and scrabbled for it, his fingers clasped around the hilt. Then, a blue hoof stamped down, pinning the sword to the floor.

"Well done, Windwhistler." He looked up to see the golden haired creature standing over him and, just visible behind her, were his guards cowering on the floor, as the brute loomed over them. Golden hair raised her voice:

"Everyone, outside now. Molly, get the guards' keys." She didn't move as the others filed out, except for the brute.

Golden hair looked down kindly:

"You know, I thought I'd be angry, but I'm not. You may have kidnapped me and my friends, but I don't hold it against you. You were just acting according to your nature. And now, I must act according to mine. You've imprisoned innocent creatures, for your own profit, with no concern for their feelings. Now, you can see how it feels. Windwhistler, if you please."

There was a crunch, as her hoof stamped down fully, snapping his sword, before they turned and walked out, the key clicking in the lock. The last thing he heard, before they walked out of earshot was:

"Baby Ribbon, tell your Momma it's time."

* * *

As soon as Ribbon got the message, she threw back the blanket, eager to escape the dusty confines of her hiding place. Megan and the others were on the way, and they had to act now. Wasting no time, she sprang from the wagon, calling out to the others.

"Come on. It's now or never."

She heard thundering feet and two guards appeared ahead of her. Risking a glance behind her, she saw the other two blocking her retreat. However, Gingerbread and the others had arrived, Danny wielding a long pole. Without waiting for them to recover, Ribbon charged at the closer two, yelling for Gingerbread to follow her. She felt certain that Danny and the others could handle the rest. Closer she ran, watching with satisfaction as the guards raised their spears, planning to intercept her. They would be in for a surprise. Seconds from impact, she winked out, reappearing behind the surprised guards.

"Missed me!" Ribbon yelled, and the guards spun hurriedly. It was then that Gingerbread struck, leaping through the air to land on the back of the first guard, driving him to the floor and leaping away. With an angry growl, he charged after them and both Ponies put on an extra burst of speed. Together, they dodged between the wagons, leading their pursuer on a dizzying chase. However, Ribbon knew that they couldn't keep this up forever. Quickly, Ribbon leapt into a nearby wagon, Gingerbread following close, heading deeper into the shadow.

"I think we've lost him." She whispered.

"No such luck!" Gingerbread yelled as the guard leapt into the wagon. Slowly, he advanced, grinning cruelly.

"Nowhere to run now." He growled.

Swiftly, Ribbon seized the edge of one of the dusty covers with her teeth and pulled hard. The cloth jerked, sliding from beneath the guard's feet, who stumbled backwards.

"Grab it, Gingerbread." Ribbon yelled. Gingerbread grabbed the other corner and together they charged towards the guard. He raised his spear but they simply spread out, stretching the cloth between them. Now taut, it struck him across his chest, dragging him along in their wake as they dived over the edge. He struck the ground hard, his spear flying out of his grasp, and he lay still.

Gingerly, Ribbon moved closer, sighing with relief when she heard his shallow breathing.

"He's alright. He's just out cold."

Swiftly, they turned and ran, heading back to the others. They arrived just in time to see Danny shatter his staff over the head of the last guard, who slumped sideways on top of his companion.

"That's the last of them, Danny." Ribbon said. "Come on, let's check out these wagons."

Soon, all five of them stood outside one of them, looking around in bemusement.

"I don't get it." Danny exclaimed. "There's no yoke or harness and we haven't seen any animals in any case. So, how do they move?"

"What are these, Danny?" Heart-throb asked, indicating the collection of pipes that ran along the back of the wagon, extending above the roof.

"I'm not sure." Danny muttered, more to himself, examining them closely.

"They seem to run under this thing."

Quickly, he bent down, peering underneath the wagon, his face breaking into a grin.

"It looks like an engine. That's how they work. Come on, there must be some controls inside."

They had just turned to clamber into the wagon, when the doors burst open and Megan and the others appeared.

"Megan." Danny called. "We've got a problem."

Inside the wagons, a quick search revealed a front compartment with two seats, one with a pedestal with levers and buttons, as well as a crude steering wheel... "I think this is it, Megan. Do you now how to work it?"

She nodded:

"I think so. Let's see…he pulled this lever and then pushed these buttons, I think." Nothing happened for several seconds and then a high whistle became audible, followed by the working of machinery.

"You did it, Megan." Ribbon yelled from the other end of the wagon.

Slowly, the wheels began to turn and the wagon began inching forward.

"Come on, everyone." Ribbon yelled, cantering back as the others charged forward, leaping one by one into the wagon. Soon, it was becoming quite crowded, as everyone struggled to watch.

"Lofty, Gusty, move the kids down the other end." Ribbon yelled, as Fizzy winked in, nearly tripping over Baby Shady. Dinah was last to jump in, causing the wagon to rock slightly. By now, the wagon was moving at a fast walking pace.

"That's everyone, Megan, I…look out." Ribbon yelled, her voice rising in panic.

Megan gave the wheel a twist, and the wagon swerved left, heading for the gap between the wagons. Everyone held their breath as they barely slipped between them, wood scraping against wood. Now, they were travelling at running pace, the gates rapidly drawing nearer.

"Hang on!" Megan yelled.

The gates, while intimidating, were not strong. They were not even locked, merely intended to secure a little privacy. They most certainly could not resist something as large as the wagon moving so fast. They splintered on impact, one of them flying off its' hinges as they wagon bullied its way through. Desperately, Megan swung the wheel again and they raced off down the main street. Thankfully, the road was wide, straight and, mercifully, deserted. Long, tense minutes passed as Megan struggled to keep the vehicle in line. However, before long, the buildings began to thin.

"We're almost there." Megan called, spotting the open land ahead. Suddenly, the houses vanished and she squinting against the sunlight. When she was able to open her eyes again, she saw the grassland all around them and breathed a sigh of relief, feeling her hands loosen their death grip on the steering wheel. Behind her, a great cheer erupted and Megan glanced back to see the Babies cantering around, clearly relieved to be free again.

"Great job, Megan." Molly said, hugging her.

"Not bad for someone without a driving license." Megan responded and they both erupted into giggles.

"Can I drive, Megan?" Danny asked, hovering excitedly over her shoulder.

"Sure, Danny." Megan answered, gladly surrendering the wheel.

"Yeehaw!" Danny yelled, in an imitation of a cowboy.

Megan smiled; she really was lucky to have a brother like Danny. Even though he said he wanted to drive, and he probably did, he'd also done it to give her a rest. He really was very special.

"Is everyone here, Windwhistler?" Megan asked, as she made her way back.

"All present and accounted for, Megan." Windwhistler replied, as Megan sat down between Paradise and Lickety-split.

"These wagons are great, Megan. It's like having a moving house."

"Yeah. They'll save our step, as we'll as stopping us having to find shelter every night. Now, it's been a rough day, so everyone should get some sleep, if they can. Especially you Babies." Megan finished firmly.

"Lumir, Syrus, I'll need your help for a moment."

Standing up carefully, Megan made her way back to the front, with Lumir and Syrus following after her, where she stood looking out over the landscape.

"Which way are the Dwindling Mountains from here, Lumir? Can you recall?"

_I can, for it is them that you can see on the horizon. By my estimation, we are less than a week's journey away, at these speeds._

"That's brilliant, Lumir. I'm very happy for you. Still, it's getting late and we don't want to be driving through the night. We'll easily get lost. We should find a place to stop for the night."

"Look over there, Megan." Molly called, pointing.

Megan followed her finger and saw a ring of stones large enough to conceal the wagon easily.

"That'll do nicely, Molly." She said, as Danny turned them towards it.

"We'll need to set a watch during the night, just in case. I'll…"

"…get some rest, Megan, my dear." Paradise broke in, having trotted up to the front.

"You've been up all day and you always take the watch as well. Well, not this time. I'll do it and I'm sure Whizzer will keep me company."

"Oh,Iwill. YoubetIwill." Whizzer replied, in her usual excited, rapid-fire speech.

It had, Megan reflected, been quite a day.

**END OF CHAPTER 2**

**ANY REVIEWS/COMMENTS/CONSTRUCTIVE CRITICISMS WELCOMED.**


	3. Chapter 3

**My Little Pony is the property of Hasbro. No Copyright infringement is intended or profit made from this work of fiction. Story may not be reproduced without my permission.**

Chapter 3

Megan awoke next morning with the smell of bacon in her nostrils. For a moment, she couldn't remember why that smell was so strange, until recent events came back to her. Imagining it to be a dream, Megan sat up, pushing aside the thin blankets, to find the wagon empty. However, the smell was still there when she sniffed again. Wrapping the blanket around her shoulders against the morning chill, she stepped out of the wagon, grinning at the sight she saw. Someone had lit a fire in a small ring of stones and three frying pans were sitting over it, sizzling energetically. Megan's stomach rumbled and she walked forward easily, finding space on a boulder next to Buttons.

"Morning, Megan." Buttons murmured sleepily.

"Morning." Megan replied, suppressing a yawn. "Where did the bacon come from?"

"A little present from Tran. We found a store of food under the floor. Salted meat, gourds of water, some kind of cheese. Syrus has checked it all and he's says it's perfectly edible. There should be more than enough for all of us, even with Dinah with us." At the mention of their most recent companion, Megan turned to see her devouring a large lump of cooked meat.

"Dinah, what happened to you, anyway? Where's your family that we met back in Dream Valley?"

"I hope that they are safe, back with my pack. I was out hunting alone, far out in our territory, when Tran's men attacked me. I fought bravely, but there were too many of them. I was captured and brought many miles to where you found me. Still, when they discover that I am missing, they will attempt to track me. Our senses are finely tuned and we are expert trackers. I will return to them but now, I will stay with you. You are in danger and my help may be useful. Besides, my home lies along the route we are taking, in the shadow of the Dwindling Mountains."

"Thank you, Dinah. We need all the friends that we can get, especially now."

Danny handed Megan a plate of bacon, which she gratefully accepted.

"I may be separated from my family, Megan, but you are far from home."

They ate quickly, chattering quietly amongst themselves. Even though they were free, they were all conscious of the fact that Tran may be following and the sooner they got moving again, the better. As soon as they had finished eating, they wasted little time in getting back on the road. As their wagon began to move off, Megan was standing at the front, gazing at the mountains looming up ahead.

"Dwindling mountains, here we come."

* * *

They travelled for several days with out incident, making good time. Around five days had passed since they had escaped from the slave market and the mountains were now so close that it seemed like they could reach out and touch them. According to Lumir's estimation, one more days travel should bring them to the base of the mountains.

"We're nearly there, Megan." Buttons said excitedly, standing next to her at the front of the wagon. "I say we keep going; we'd be there by morning."

From behind her came a murmur of agreement and Megan turned to see many of the Ponies nodding their heads in agreement.

"I know you're all tired and that the idea of a warm bed tonight is tempting, but we've gotta be sensible. We'd be travelling by night and as we don't know the terrain around here, we be taking quite a risk. If the wagon gets damaged, it'll take a lot longer to get there. We should all get some rest and carry on in the morning.

"I agree. We're so close, it won't make much difference now."

"Thank you, Ribbon. Are we all agreed?"

A chorus of agreement, if somewhat subdued, answered her.

"Alright, then. Bedtime, everyone." Lofty declared, rising to hustle the babies into their beds.

Megan smiled, softly. This would all be over by tomorrow.

* * *

It was late, with the moon riding high in the sky, as Galaxy lay awake. Try as she might, she couldn't get to sleep. Some vague unease was hanging over her, despite the quiet of the night. Realising that she was never going to be able to sleep like this, Galaxy decided to go for a walk to clear her head. Careful not to wake the others, she slipped out of the wagon. Stars twinkled above her and she smiled in delight. She'd always loved the stars and they usually brought her some comfort. However, that wasn't the case tonight. In fact, her anxiety seemed to be growing with every step. Involuntarily, she shivered, despite the warmth of the night. She suddenly felt an irrational urge to return to the wagon. She was about to turn away, when she thought she saw movement out of the corner of her eye. She spun, but saw nothing except the shadows of night. Scared now, she turned and ran, moving as fast as her legs would carry her back to the wagon. Leaping inside, she cantered over to Megan's bed, nuzzling her head frantically until she opened her eyes.

"Galaxy, what's the matter?"

"There's something out there, Megan."

Megan was about to say that it had been a nightmare, when her sleep-fogged brain recognised the desperate terror in her voice. Instantly, she was on her feet, reaching down to wake Syrus as she passed. Together, they slipped stealthily towards the exit from the wagon, peering out into the night. Nervously, Galaxy crept alongside her and peered out, to see nothing except the shadowy landscape.

"There's nothing there, Galaxy. Are you sure…?"

The rest of her question went unasked, as a bone-chilling screech split the air. She had never heard, or felt, anything like it. It was like a knife to the soul. Around her, the others were awake and clamouring for answers, but Megan ignored them. She headed for the cabin, hurriedly running through the sequence that would start the wagons' engine. Desperate seconds passed and then the engine spluttered to life. Wasting no time, Megan opened up the throttle, sending the wagon speeding towards the mountains, which now seemed so far away.

"What's going on, Megan?" Fizzy asked, a note of panic in her voice.

"I think we're being attacked. Something's out there and it doesn't sound friendly. Immediately, Lofty and Windwhistler sprang to the back of the wagon, staring out into the night. With their excellent eye-sight, they would have some warning of any pursuit.

They didn't have to wait long!

"We are being pursued, Megan!" Windwhistler called, a faint note of fear in her voice.

"And they're catching up fast!" Lofty added, sounding even more scared.

Syrus began chanting under his breath, unleashing a bolt of energy into the darkness. However, Megan couldn't tell if he'd hit anything.

Silently, Megan cursed. The wagon was never going to outrun these things. They would need a plan, and quickly. Ahead, Megan saw a shadowy outline that looked like a rock formation, similar to the ones they had seen over the past few days.

Without taking her eyes off the road, steering towards the stone arch, Megan called over her shoulder:

"Buttons! I'll need your help."

Instantly, Buttons was at her side.

"See that arch? I'm gonna take us under it. When I do, I'll need you to use your telekinesis to bring it down on those things. Hopefully, it should slow them down, at least."

"You got it, Megan."

Megan kept her eyes glued on the arch, trying to will it closer, expecting to hear the scream that meant the creatures were too close. Buttons horn began to glow and she screwed up her eyes in concentration. Megan imagined that she could hear the stones shifting and grinding as the incredible force of Buttons mind was brought to bear. For Buttons, the entire world seemed to drop away, so that there was nothing except her and the stones. As soon as Megan had suggested the idea, she had reached out, seeking for the key stone that was supporting the whole lot. She extended her mental influence to encompass the lot, supporting each and every one. Then, she focused further on the key stone and felt it shift. Now, she was the only thing keeping the arch in place. The arch inched closer and Buttons gritted her teeth. After the longest minute of her life, she heard Megan's cry of 'Now' and…let go. There was a tremendous rumbling and she flinched as the terrible cry sounded again, being cut off almost immediately.

"Yahoo! We lost 'em." Danny shouted, triumphantly.

The cheers that followed were almost drowned out as the inhuman cry sounded again, closer and more dreadful than before. Suddenly, there was a sickening crash and the wagon skidded sideways, coming to rest on its side.

As soon as the wagon shifted beneath her, Windwhistler reacted on instinct, her wings beating furiously, so that she managed to avoid being thrown off her feet. Others were not so lucky. Landing softly, Windwhistler guessed that their unknown assailants had managed to shatter the wagons axle. She also knew that if they remained in the wagon, they would not stand a chance.

"Everyone out, quickly." Windwhistler called, the authority in her voice cutting through her panic that had descended. Galvanised into action, Lofty and the others quickly rounded up the children, shepherding them outside, surrounding them in a defensive circle. Molly was the last to scramble out, Lumir clutched in her arms.

The night had changed. Before, the stars had been visible, twinkling overhead. Now, it was as if a great cloud had fallen, shrouding the world in impenetrable shadow. Syrus raised his hand, generating a ball of purple light that he released to hover over their heads. However, it failed to do more than illuminate the ground around their feet. Around a meter from the wagon, the shadow waited, leaving the ponies exposed in a pool of light created by the lanterns wagons and Syrus' power. Despite the stillness, Windwhistler knew that the creatures were still out there, waiting to attack. They did not wait long. Their screech shattered the night, as the terrible beasts charged. They came in a rush, from the same direction, as if they weren't expecting the Ponies to put up much of a fight. However, they were mistaken. The first that charged in was swiftly dispatched by a solid kick from Sundance that knocked it back into the shadows. Two more fell to well-placed kicks from Buttons and Lickety-split. Vary now, the creatures backed off, as if considering their next move.

Windwhistler knew that they would never get another chance like this.

"Pegasus!" Windwhistler yelled, launching herself into the air, followed closely by her sisters. Airborne now, they could get an overview of the battle. A semi-circle of Ponies had formed around the Babies, who were being protected by Shady, Lofty, Ribbon, Dinah and Syrus. The creatures had formed a pack, watching for any weakness in the defences. They looked vaguely like wolves, their limbs longer than normal, their elongated snouts filled with vicious teeth. Sharp spines ran along their backs and their tails ended in wicked barbs.

Knowing that her sisters would follow, Windwhistler tucked in her wings, sweeping down towards the pack. They had practised this manoeuvre before, but had never attempted it under pressure. Windwhistler, with Paradise and Surprise close behind her, swept low over the creatures, delivering a powerful kick that knock one of her feet as she passed. As she hoped, the creatures' heads followed them, teeth snapping within inches of her hooves as she strove for height again. During that second of distraction, the others struck. Whizzer, Heart-throb and Magicstar had been diving a second behind them and struck without warning, and three more creatures fell. One landed in the pool of light and Windwhistler's eyes widened in horror; the fallen beast was disappearing in a cloud of black smoke.

"Clearly, these are unnatural creations." She muttered to herself, before swooping down for another attack. This time, however, the creatures scattered, attacking the line with renewed fury. Their scream sounded and Windwhistler saw Cherries Jubilee stagger and collapse. Seeing this, two creatures slipped through the gap, heading for the Babies and their guardians. Despite this, they held their ground, determined to protect the Babies, even if they fell in the process. Suddenly, Gusty sprang forward bracing herself, her horn glowing brightly as she called upon her power. With a ferocious howl that drowned out even the screams of their attackers, the storm began. Desperately, Windwhistler dived, flattening herself against the ground as the wind whipped around her. The terrible creatures were not so fortunate: caught off guard be winds that rivalled the force of a tornado; battling against the titanic winds, they were easily dispatched by swift hooves or Syrus' energy blasts. Despite the danger, Windwhistler was astounded; never had she seen Gusty use the full force of her power before. Suddenly, the darkness next to Gusty shimmer and Gusty's scream was cut off as she was flung sideways, her winds dying away. In the gloom, Windwhistler saw a shadowy shape, lacking any visible features.

"Be ware. These creatures cloak themselves in darkness." She called, even though she knew that her warning would come too late. Suddenly, a chill ran up her spine and her head turned of its own accord to see one of the creatures standing over her. She didn't even have time to scream.

* * *

The Setak seldom felt emotion. Love, fear, hate, sorrow, despair; all were alien to its being. Satisfaction, however, it was very aware of. Right now, it was very satisfied. At the bidding of its master, it had pursued these weak creatures across the wilderness, waiting for the opportunity to destroy another of it's master's enemies. It didn't think about when the time to attack would be; that decision would be made by a higher power. Even if the creatures were aware that it had lost its freedom to a vast and terrible power, it would not have cared. As long as the dark force that slept in the recesses of its limited mind provided it with things to hunt and kill, it did not care. Now, under the guidance of that dark willpower, it slipped through the night as silent and swift as a passing shadow, nearly invisible in the darkness that flowed around it. It did not fear the darkness, for darkness was everything. This Setak was old and strong, deadly and cunning, but not evil. It was a predator, not a monster. Only the force of the dark will that pierced its mind drove it to kill beyond the need for survival. And to relish in it. The Setak did not know why it enjoyed what it did, but it did enjoy it. All around it, the Setak could feel the other Setak keeping pace with it, by the ripples that they left in the shadows as easily as it could feel the cold malevolence that skewered their minds. Ahead, the circle of light was growing larger where the Setak knew, whether by some ancient instinct or through the dark will's direction that their prey was near. His body tensed teeth and claws extending as he prepared for the kill. Then, as a wave of cold, the dark will focused, stopping him in his tracks. Unable to resist, the creature howled, sending it's clan into the attack, even as it longed to join them in the glorious hunt. However, the dark will was too strong for it to resist. Guided by that terrible compulsion, it slipped away, all the while listening to the sounds of the chase. The hunting cries of the pack. The roar of falling rocks that signalled the death's of Setak, as much as the cold stabbing into Setak. The splintering crash heralding the collapse of the strange creature that had sheltered its prey. The sounds of battle, the screams of Setak, the solid crack as hard hooves struck Setak. The dark will tightened its hold, urging Setak forward at greater speeds. Ahead, its gaze pierced the shadows to see a blue-winged prey flatten itself to the ground. Stealthily, it drifted forward, until it stood over blue-wing. At the sight of its helpless prey, the desire to strike, to kill, surged through its veins, but the dark will restrained it. Suddenly, bluewing looked up, staring directly at him. Cold steel will faded to red hot fury and the creature raised its claw to strike. And then the world of silence and shadow was shattered. Jagged, discordant sounds drove spikes into his soul and hated light filled the plains, revealing Setak. It turned and ran, even as the dark will drove waves of cold through him. Animal fear overrode evil influence, shattering the control that its dark master had placed upon it.

* * *

The second that Sweetstuff saw the creature appear behind Windwhistler, she sprang forward on instinct, even though she knew that she would be too late. She could only watch in horror as the creature raised a claw and…stopped. That was when Sweetstuff heard the music. Soft at first, but rapidly growing louder, it soon filled the air. It was sad and it was joyful; melancholy and rejoicing at the same time and yet neither of those things. It brought a smile to Sweetstuff's face, for it reminded her of Dream Valley, as well as tearing at her heart, for the memory was bittersweet. As much as the music affected her, it was far worse for their attackers. Some sat frozen to the spot, quivering with terror, while others raced around madly, making themselves easy targets for the Ponies hooves. Then, it rained fire. From the sky that had suddenly become as bright as day, streams of flame raced towards the mindless beasts. At first, she thought that they were shooting stars, until she saw them swerve in mid-air to strike the creatures with unnerving accuracy. Looking up, Sweetstuff's eyes widened in surprise at the figures now standing in front of them. Tall, with powerful wings, feathers ranging from crimson to orange, he was one of the most majestic beings that Sweetstuff had ever seen. Fierce, yellow eyes gazed pointedly at them over a sharp beak, seeming to see right into her soul.

He too wore armour, a light chain mail hauberk that would not hamper him in flight, bolstered by a thick leather jerkin and he bore no weapon of any kind. He also wore a helmet decorated with an emblem of a burning feather. The unexpected hail of fire had destroyed many of the attackers closest to the Ponies and those that had escaped fled into the darkness. The newcomers, however, were not about to permit this. The winged man spoke, although Sweetstuff recognised it as mind speech like Lumir used.

_You may be comforted, for those beasts shall not trouble you again in this land. Not for as long as you remain within our domain. I am curious, however, as to what creatures such as yourselves are doing in these parts, so far from what most hereabouts would call 'civilisation'._

Ordinarily, Sweetstuff would have objected to such disparaging comments. However, the memory of Blackveil was still very fresh, so she remained silent.

Meanwhile, Megan was speaking:

"Before we say too much, might we ask who you are? Not wishing to be rude, but our past encounters with the inhabitants of this realm have been less than trustworthy."

He nodded.

_Courtesy and wisdom; a rare combination in these parts. Indeed, you are right to be wary. My name is Grifor, Captain of the Burning Guard, an __**ari'nasid **__in the service of my Winglord Dis'ya._

"_Ari'nasid?!"_

Megan's face broke into a delighted smile;

"In that case, we have a surprise for you. Lumir!"

"MEGAN!"

Molly's scream drew everyone around to see him holding Lumir's limp form in her arms, with Syrus kneeling at her side.

"Bring him here, Molly." Megan commanded, fighting the panic she felt, as Molly laid him gently on the ground.

Suddenly, Girfor was kneeling beside her,staring in mingled disbelief and horror.

_What madness is this? Tell me your tale._

"Lumir helped us escape from Kahn's castle, but he was wounded in the process. Syrus said we had to return him to his people, as soon as possible. Is he…dying?" Megan asked, almost choking on the last word.

Something like anger flickered in Grifor's eyes at the mention of Syrus' name, and was gone.

_Do not succumb to despair. Lumir's condition is severe, but he is not yet beyond help. When an Ari'nasid returns to an egg, its rebirth can only be completed within the sacred fires in the heart of this mountain. If the egg opens in any other circumstance, then the Phoenix will be weakened and, if he does not bathe in the sacred fires soon, he will perish, never to be reborn. _

Girfor turned to his companions

_We must return to the Mountain, immediately. Everyone, gather close and do not be alarmed._

Megan shepparded the Ponies together and nodded to Grifor.

A fiery glow surrounded him, becoming so bright that Megan had to shut her eyes.

It was the change in the air that prompted Megan to open the again, warm against her skin. Somehow, they were now inside a large cavern,

Across the far side of the cave stretched a low altar, etched into the rock, within which burned a golden fire. The sacred flame, Megan supposed.

Girfor raised his head and released a shrill cry that echoed throughout the cavern. Immediately, several figures swooped down from a balcony far above to land in front of Girfor. Clearly of the same species as Girfor, they wore flowing robes, silver edged with blue. However, it was the one standing at the front of the crowd that drew Megan's eye. Judging by the slender build and the way that her plume had been decorated with crystal beads, Megan assumed that she was a woman.

_What is happening, Girfor? _She asked urgently.

_Lumir has been wounded, Winglord. His rebirth is not yet complete and he is growing weaker._

_Quickly. Bring Lumir to the fire._

She commanded, urgently.

Hurriedly, Molly sprang to her feet, racing towards the fire.

There, she hesitated, unsure of what to do next. She had to put him in the fire, but how to avoid getting burned in the process.

_Do not fear the flame; it shall not harm you._

She urged and Molly plunged her hands in, gritting her teeth against the expected pain. To her surprise, all that she felt was a tingling sensation spreading through her arms. Gently, she placed Lumir as far inside as she could reach and then withdrew her hands, turning to the others.

"Will he be alright?"

_Only time will now tell. He was very weak and we still may have been too late. But, he will not die without a fight. I am Winglord Dis'ya and, on behalf of the ari'nasid, you have our gratitude for what you have done. Lumir's return is a great blessing to us all. Now, let us tend to you're wounds._

She made a strange chirrup-like call and two of her retinue stepped forward, bearing large metal containers. Gently, they set them on the ground, undoing the latches and opening the lids. Megan breathed deeply, as the invigorating smell reached her nostrils, feeling days of exhaustion and stress dropping away. Looking around, she noticed a similar change coming over the others and realised just how tired they had all been. Bowed heads rose, as though a great weight had been lifted and Megan saw that their eyes sparkled with a renew energy. Taking a cloth from the side of the container, Dis'ya dipped it into the interior, bringing it out dripping with a blue liquid.

_This serum will heal your wounds, and prevent infection. Do I have your permission?_

Megan nodded, cautiously and Dis'ya pressed the damp cloth across a large gash on her arm. She gasped in surprise at the tingling warmth that spread through her arm. After several seconds, the cloth was removed and Megan could only stare in wonder. The gash was completely gone, with not so much as a scar left behind. Swiftly, the she tended to the rest of her wounds and dropped the cloth into her hand, allowing her to deal with any left in less accessible places, sitting back with her wings folded around her.

"I should introduce myself. My name's Megan and we're really the ones who are in your debt. If Girfor hadn't arrived when you did, we would have been finished. And we'd never have made it this far without Lumir's help. As you probably guessed, we're not exactly from around here.

_Do tell. _Dis'ya replied, with a note of mirth in her voice.

_However, I am curious. In my years, I have travelled the many realms of Tollar but I have never encountered any species like yours. Tell me, which realm do you call your home?_

"None." Megan answered

"At least, none in this land. We come from a place called Dream Valley in, another world, I think. Somehow, we found ourselves here."

_It seems you have a great tale to tell. Come, we will not know of Lumir's rebirth for several hours. I would suggest sending you all to get some sleep, but I feel that you would welcome that no more than I would. Make yourselves comfortable, as best you can._

When they were all seated by the fire, snuggling together in twos and threes for warmth and comfort, they began to tell their tale to Dis'ya, who listened intently.

When they had finished, Dis'ya hung her head sadly.

_We feared that something evil was happening in Blackveil. However, every agent that we sent in to try and discover what that was has never returned. I tried to dissuade Lumir from going, but he was determined. When he did not return, I feared the worst. But now…_

Her voice trailed off, and she gazed sadly into the fire.

"Tell us about this land, Winglord Dis'ya." Windwhistler asked, as much to distract her as out of genuine curiosity.

_Tollar is a land of many wonders, great and small and is home to a myriad of species, including those of your large companion. _Dis'ya said, indicating Dinah, who had curled up in the corner.

_It has been many years since I have had the honour of meeting one of the Ysu Pack._

In response, Dinah cracked open one eye and growled in appreciation, before going back to sleep.

_However there are five species that are considered the Core Races of Tollar._

_Apart from the ari'nasid, there are also the Hiroc, the Wulfkin and the Srin-ysi._

_The Hiroc are guardians of the trees, although they would call themselves gardeners._

_The Srin-ysi are bear-folk from the Southern Lands, skilled in tracking and hunting._

_The Wulfkin are the most numerous people in Tollar, spreading across the plains and dwelling wherever they may. Many wish for a simple life, although a few seek more dangerous ends._

"We've met some of them." Megan answered, and Dis'ya nodded in sympathy.

Time passed and the night wore on, with the Ponies falling asleep one by one. The Babies were the first to doze off, huddling against their mother's sides. Fizzy, Shady, Gusty, and Ribbon succumbed next, moving to curl up by Dinah. One by one the others slipped off, with Windwhistler being the last, huddled against Megan's side. Now, only she and Dis'ya remained awake, sitting in silence staring into the flames. Careful not to wake Windwhistler, Megan reached out to slip her arm around Dis'ya's shoulder. Suddenly, her head snapped up as the flame flickered for a second, before sputtering and dying down nearly to embers.

"Dis'ya…?"

Megan whispered, unable to take her eyes of the flickering flames.

_This is the time, when Lumir will return to us, or perish. We will know before long._

Even as she said that, the fire ignited again, shooting up to nearly twice its former height, giving off a golden glow that began to resolve itself into the shape of a man with wings, which faded to reveal a full grown ari'nasid. Even though she had only been exposed to the species for a few hours, Megan could tell from the facial plumage that it was Lumir.

Megan's face broke into a delighted smile and she brushed away a tear.

Lumir took a step forward, stumbled and would have hit the floor had Dis'ya not caught him.

_Help me support him, Megan_.

She grunted, and Megan moved forward to slip under his other arm, helping Dis'ya guide him towards an alcove at the edge of the cavern. Painfully, he struggled into the bed and lay back, breathing heavily.

_Blackveil…I know…I must…_He managed, before Dis'ya cut him off sternly.

_Lumir, you must rest. Your report can wait until then._

_No! It can't! Kahn!_

_Be still. I see that is it important, so…_

_Do it! _Lumir hissed and Dis'ya rested a hand gently on his forehead and Megan guessed that she was reading his mind in some fashion.

After several minutes, in which Megan waited anxiously, she broke away, shaking her head as if waking from a dream. Lumir gave a sigh and slumped back, clearly unconscious.

_Do not be alarmed. The mental effort has taxed his resources, but he will recover._

Dis'ya stood slowly, staggered and would have fallen had Megan not steadied her, wrapping one arm around her waist.

_Thank you, Megan. We owe you a great debt for Lumir's return. The knowledge he brings is grave but, now that we are warned, we can act in time. Now, there is much I must do, and you are all tired. Beds have been prepared for you all. Go now and sleep, child. In the morning, we will talk again._

* * *

"Nothing improves your disposition like a good night's sleep, especially when it's in a soft bed for a change." Paradise commented. They bed may have been made of a soft moss and there were no blankets, but the heat of the sacred fire seemed to permeate the whole of the Phoenix dwelling, keeping it nicely warm. "If only we'd been able to sleep in a little longer." She added, darkly. Shortly after dawn, after being cooped up inside with an exciting new place to explore, the Babies hadn't been able to wait any longer.

"When those Babies want something, nothing can hold them back. I feel sorry for Magicstar and Shady, though. Those kids will wear them out before long." Fizzy added with a giggle and Paradise had to suppress a smile. Fizzy's eyes were sparkling with her usually energy that showed very clearly that she would like to be outside, playing with the other Babies. Still, the news that Lumir had recovered in the early hours of the morning, as well as the summons from Winglord Dis'ya had them all intrigued.

Dis'ya was waiting for them by the sacred fire, with Lumir standing next to her, his plume and tail now burning like Dis'ya's.

_Thank you for coming. I regret rousing you so early, but Lumir's recovery has brought to light some troubling information, as well as news that will be of interest to you._

"There is no need to apologise. We were all concerned for Lumir and are glad to see that he has recovered." Windwhistler replied, polite as ever.

_Please, make yourselves comfortable._

When they were all seated around the fire, Lumir spoke:

_Firstly, I must give my thanks to you all. Without your courage and compassion, I would never have returned to see my home again. My rejuvenation within the sacred fire has restored the memories that had been buried in my mind and my news is dark. Kahn has returned.._

Dis'ya hung her head:

_It is as we feared. We ari'nasid have long prepared for this day, though we wished it would never arrive. Shadows spread once more and not even fire is guaranteed to withstand the coming nightmare._

"Who is this Kahn?" Cupcake asked.

_Kahn, Bringer of Despair, is his full title.__His origin is unknown to us, beyond speculation. Ultimately, the first we knew of him was when he launched an attack on Tollar, two years ago. Armies of twisted creatures began attacking the people of Tollar, overcoming all defences. _

_Led by the ari'nasid, the armies of Tollar triumphed over Kahn, and he was banished to the Howling Halls._

"But, if Kahn was banished to the Howling Halls, then how can he be back?"

Buttons asked.

_Unfortunately, we had made a misjudgement. The Howling Halls was a source of intense power, even if we did not fully understand it. As far as we were concerned, it was sufficiently alien that we would never be able to fully comprehend it. However, we under-estimated Kahn's abilities. Time does not pass in the Howling Halls, meaning that those imprisoned there are condemned for an eternity. For Kahn, that merely meant an eternity to study his new existence and to draw new strength from it. Eventually, the Halls were no longer his master. He had mastered them, and had changed in the process. With his new found knowledge, it was simple for him to part the veils of the world and return to Tollar. He was changed now, no longer the frail mortal he had once been. No, he was a being of energy and malice, with a cold heart for revenge. _

"I'm sorry. This is all very intriguing." Sundance interrupted. "But, it doesn't seem to be of any real interest to us."

_That is because I have yet to tell you who we found in Kahn's dungeons. For, you see, they were Ponies like yourselves. And their leader was named Firefly._

End of Chapter 3

Reviews and constructive criticism always welcome.


	4. Chapter 4

**My Little Pony is the property of Hasbro. No Copyright Infringement is intended or profit made from this work of fiction. Story may not be reproduced without my permission.**

Firefly's Light

Megan stood outside the door, afraid to step inside, and yet desperate to do so. Taking a deep breath, she opened the door and stepped through. Even though she knew what to expect, it still tore at her heart when she saw her friend. Her pink coat and blue mane were just as she remembered, as was the lightning bolt symbol on her rump.

"Firefly." Megan whispered.

Firefly looked up, staring at Megan for a long second.

Then, the wall broke and Megan raced forward, throwing her arms around her neck and burying her face in her mane, tears running down her cheeks. Reluctantly, she broke the hug, moving round the room and hugging the others in turn; Medley, Applejack, Twilight, and Blossom. These were her friends and she had missed them terribly.

Wiping away her tears, she sat back, unable to speak.

Eventually, she found her voice, asking;

"What happened to you?"

"It's a long story, Megan." Firefly said, with a sigh. "Kahn abducted us from Dream Valley and brought us here, to his fortress. When the Ari'nasid attacked and banished Kahn, there was no way for us to get back to Dream Valley. We tried to make the best life we could here. We never gave up hope of seeing you again, though."

Firefly sat quietly, unsure if she should continue.

"How did you get here?"

"That's also a long story."

Megan said, settling down onto a cushion.

Morning had come and it was breakfast in the Dwindling Mountains. Despite the sudden arrival of their guests, the Ari'nasid had gone out of their way to make them welcome. A large, low table had been set up in one the Communal Caves that the Ponies could easily reach, along with soft cushions. While tucking into her bowl of soup, Magicstar sat next to Fizzy and Windwhistler, casually sneaking glances at her friends from the corner of her eye. Despite their recent ordeal, it was heartening to see them chatting and laughing together. The Babies had finished eating already and were sitting on the floor, playing with Dinah. Finishing her soup, Magicstar stood up, slowly. She felt the need for a walk, and she wanted to explore.

"Do you want to go for a walk?"

She asked, turning to Fizzy and Windwhistler, who nodded. They left the cave, walking through the tunnels

Several minutes later, Magicstar was not surprised to find them emerging onto a wide rampart carved into the mountainside It was still early in the morning and the sun was just rising over the mountains, creating a breath-taking view. The mountains stretched left and right, all jagged clefts and broad plateaus. The smell of the dawn air was invigorating and Magicstar felt her spirits lift.

"Good morning, my friends."

Magicstar spun around; she'd been so taken with the view, that she hadn't noticed they weren't alone.

"Winglord Dis'ya."

Magicstar said, bowing her head, respectfully.

"Please, there is no need for such formality. This is a favourite place for contemplation. Come, join me."

Magicstar, Fizzy and Windwhistler moved to stand next to Dis'ya, feeling the wind stir their mane.

"I have always enjoyed the view from here, and it has always brought me peace, until now. Now, it only serves to remind me of what we are facing. "

She finished, with a sigh.

Magicstar followed her gaze and, just on the horizon, she could make out a black shadow.

"Is that...?"

"Kahn's Fortress? Yes. Even now, he is marshalling his armies. If he has even a fraction of his former forces, he will still have an army greater than any in Tollar. Still, this day has not been unanticipated. I only hoped that our preparations would be unnecessary."

Magicstar's heart went out to her; she'd never asked to bear this burden.

"At least we've got some warning, Winglord. And you won't be alone. "

Dis'ya lifted her head to look at Magicstar, for a second.

"This is not your fight, Magicstar. I cannot ask you to risk yourselves. "

Magicstar looked her straight in the eye.

"Winglord, you've given us sanctuary, when you have troubles enough. Besides, we don't abandon our friends. We've already discussed this and we're in agreement. This is our fight, now."

"We're not afraid."

Fizzy declared, her eyes sparkling.

"Logically speaking, it makes sense to combine our strengths."

Windwhistler added.

Dis'ya was quiet for a moment, before she said;

"Thank you, my friend. If Kahn is expecting us to just surrender, then he will be disappointed. Now, my Council are assembling. However, I am grateful to have spoken to you. My heart feels lighter, now.

Dis'ya had assembled the Council in the Hall of Fire. Aside her advisors, Grifor, Lumir and Syras were also present, all looking serious.

The Hall fell silent as Dis'ya got to her feet, surveying the room.

"You all know why we are here. The news that Kahn has returned is something that we have all been dreading. As much as any of you, I had dared to believe that this day would never come. However, we cannot hide from this reality. We face a difficult decision. On one hand, to oppose Kahn would place us in great peril. However, can we truly stand by and do nothing? Even if we survive, there would be no sanctuary for us in Tollar. My friends, this is not a decision that anyone should make alone. Before I decide, I wish to hear from you this is no time to stand on ceremony. Please, speak your minds. "

There was silence for several seconds, before Grifor spoke, his voice calm and level.

"Winglord, we have 500 warriors here at the Dwindling Mountains, as well another 200 at our outposts. If we recall them, we will have sufficient forces to defend the Mountain. I believe that, if it comes to a fight, the odds are favourable."

Dis'ya nodded, silently thankful for the support that her Master at Arms had given her.

"Thank you, Grifor."

There was silence for a moment, until Cleric Minore spoke up;

"Winglord, I have grave doubts about this. If Kahn's power has grown to anything like it was, then how can we hope to stand against him? We barely managed to defeat him in our last encounter."

Dari, her Chief Tactician, interjected;

"What do you suggest? Retreat? We have the best chance of defending ourselves here, within our Mountains. If we leave, we will be vulnerable."

"Better than sitting here and presenting an obvious target. If Kahn attacks, we could easily find ourselves trapped within these halls."

Minore retorted.

"We cannot allow Kahn to go unopposed. If he is not stopped, what will happen to Tollar? Besides, even if we do escape, will there be anywhere safe from Kahn?"

Grifor said, his voice becoming steely.

Dis'ya raised her hands for silence;

"Peace! We have enough enemies without making more amongst ourselves. "

Both Minore and Griffor accepted the rebuke gracefully, and Dis'ya resumed the discussion.

"Syras, do you have anything to add?"

Minore raised his voice in protest:

"Winglord, you cannot listen to the words of this..."

"Peace, Minore. You have made your views on this matter quite clear. Syras, if you please.

Syras stood slowly, shooting a quick glance at Minore, before speaking.

"Kahn is powerful, but he is also arrogant. He will not believe that we can defeat him, even though he recognises that we are a threat to him. This is a weakness that we can exploit."

Dis'ya gave her a brief smile, before turning back to face the Council.

"I appreciate your forthrightness, my friends. Now, here are your orders. General Grifor, recall our outlying forces and prepare the Mountain for a siege. Minister Minore, organise the civilian population for the siege. I will also need plans for evacuation, if the worst should happen. Dari, present your battle plans to Grifor as soon as possible. May the eternal flame guide you all."

Grifor stood up, almost before Minore had finished speaking.

"I disagree. Intelligence will be our most vital asset in our struggle against Kahn. We need to make the most of what he can tell us. "

"But, can we even trust what he tells us?"

Asked Dari, Dis'ya chief tactician.

Dis'ya nodded slowly, before turning to the Ponies.

"My friends, I would hear your input, as well."

They exchanged glances, before Windwhistler spoke.

"Logically speaking, a trap that is expected is a less efficient trap. I believe that the risk is worth taking. Besides, how can we safely release him? He's been inside the mountain and knows about us. He cannot be allowed to go free."

Everyone seemed shaken by her words, perhaps realising that they had less options than they thought.

Poesy added;

"Several of us have been to see him. He feels...sad, and there is darkness inside him. But, I don't feel he means us any harm."

Dis'ya was silent for several moments, before she spoke;

"Thank you, everyone. I agree that this is an opportunity that should not be ignored. However, the concerns that you have raised are valid. Therefore, these are my instructions. Grifor, prepare the mountain for a siege. And dispatch messengers to Gerrius and the Awiro, immediately. We will need their aid, if Kahn should attack. Meanwhile, I will begin to interview our guest. May the eternal flame guide us all?"

Fizzy, Shady and Ribbon were walking together, discussing the news of Dis'ya's meeting.

"You don't think Kahn really will attack, do you?"

Fizzy asked, nervously.

"It's possible."

Ribbon said.

"Still, we've got our best chance of withstanding him here."

"I hope so."

Shady said.

"Hey, there's Syras."

Ahead of them, they could see Syras, standing with two ari'nasid, dressed in the livery of the Guard. As they got closer, they could hear their discussion.

"...not welcome here. Even if the Winglord has allowed you sanctuary. You're as dangerous as that creature we've got locked in the dungeon."

Both ari'nasid turned and strode away; when they had rounded the corner, Syras leaned against the wall, seeming very tired. When he saw the Ponies approaching, he stood up, although he seemed distracted.

"Greetings, my friends."

"Syras, what was that about?"

Ribbon said, clearly concerned.

When Syrus answered, his voice sounded unnaturally cheerful.

"It's nothing, really. Just...some ancient history. I have to see Lumir."

Before they could say anything else, Syras turned and walked away.

"What was that about, huh?"

Fizzy asked.

"I don't know, Fizzy. He'll tell us when he's ready, I hope. There's no point in pressuring him.

Rresk stood in the centre of the Battlepit, staring casually at his opponent, a Girix. Created to serve his Master in battle, the Girix were a brutish race. Tall and muscular, with dark grey skin, they had only a simplistic intelligence. Behind its helmet, Rresk could see its red eyes burning malevolently. Rresk knew that it would tear him limb from limb, feeling nothing but animal satisfaction.

Despite his rocky skin, armoured gauntlets, greaves and helmet, Rresk looked to be no match for the towering behemoth.

A gong rang throughout the arena and, with a deep below, the Girix charged, its massive fist swinging down towards him. A second before impact, Rresk sprang upward, the Girix striking the ground where he had been standing. Rresk landed lightly, several feet away, and the Girix rounded on him, aiming another crushing blow. This time, Rresk stood his ground, his eyes glowing yellow. A second before impact, a wall of stone leapt from the ground, and the Girix struck it, releasing a roar of pain. Before it could strike again, Rresk focused his will, and the wall became a battering ram, striking the Girix in the chest. Unsheathing his battle hammer, Rresk leapt, delivering a vicious blow that caught the creature under the chin and pitched it backs. The Girix hit the ground, unconscious, although it would not be permanently harmed. Rresk felt a moment's anger that he was unable to finish the creature, but he pushed it aside. Inferior though these creatures were, they were still crucial to his Master's plans.

Unlike them, however, Rresk knew his purpose. He had been created to be a fighter, a champion in his Master's grand war. He would face his master's enemies and he would defeat them. Turning his back on the defeated Girix, Rresk strode from the Pit into the catacombs.

"A most _impressive _display of ruthlessness, Rresk. I'm surprised that you don't feel more kinship with those mindless brutes."

Came a voice from the shadows, etched with sarcasm and scorn.

Rresk turned slowly, to see Lyche stepping out of the shadows. With his whip thin body, and elongated skull, he was the physical opposite of Rresk. Lacking Rresk's physical strength, Lyche had an aptitude for magic that made him a dangerous opponent. Even so, Rresk despised him. To fight your opponent in such a manner, without looking in the eye, was only a step removed from cowardice.

"Have a care, Lyche. Only your usefulness to the Master keeps me from challenging you in the Arena. When we attack the Dwindling Mountains, you had best hope you do not fail him. Keep that in mind, if you value your life."

Turning away from Lyche, Rresk strode away, deeper into the Tower. His Master wished to see him and Rresk existed only to serve.

Kahn sat on his throne, stretching his senses out across Tollar, focusing on the Dwindling Mountains. Even from this distance, he could feel the presence of the hated ari'nasid, as well as those despicable creatures that had recently escaped from him. Then, his mind brushed against a presence that stood out like a beacon. Focusing harder, Kahn entered his mind, feeling a raft of impressions roll over him. With a sense of satisfaction, Kahn released his hold, opening his eyes. He focused his mind again, sending a summons to his War Marshall.

_Attend me, Marshall Rresk._

In the Dwindling Mountains, Syras shook his head, feeling like he had just woken from a dream. Putting it down to exhaustion, he continued on his way.

Rresk entered his Master's Sanctum, kneeling before his Dias.

"Master, you summoned me."

"War Marshall, report to me. How stand the preparations for my conquest?"

"My Lord, your Chief Beastier informs me that you will have a force of 8000 Darkling Beasts in four days time. Night-mares, Shadow-souls, Girix, Terror Talons, Firehorns, Whisper-blades. Exactly as you commanded."

"And, have they been evaluated, War Marshall?"

"My Lord, I have spent the past two days competing in the Arena, against prime specimens. They are, to my mind, formidable opponents."

"Excellent, War Marshall. I have some news that I wished to share with you. During my scrying, I felt a presence within the Dwindling Mountains that will be of great interest to you."

Rresk's eyes narrowed;

"Syras."

"Yes. The Traitor. It is ironic that one who deserted will now play a part in our final victory. Even from these distances, his mind is vulnerable to my influence. When the time is right, he will open the way into the Dwindling Mountains. Continue your preparations, War Marshall. The ari'nasid are expecting our attack, and we shall not disappoint them. Our victory is assured.

Shady, Lofty, Ribbon, Molly, Gingerbread and Fizzy were in the cave that they had been given to use as a Crèche, overseeing the Baby Ponies, when Dis'ya walked in. As they hadn't seen her, Dis'ya stayed quiet, watching. The Babies were seated in a semi-circle around Lofty, answering her questions.

"Okay, who can spell 'lightning'? Anyone? Baby Tiddlywink?"

"L-I-G-H-T-N-I-N-G."

Baby Tiddlywink answered, and Lofty gave her a smile.

"Well done. Now, who can tell me what lightning is, and why it's dangerous?"

Lofty looked up, and saw Dis'ya, coming to her feet.

"Winglord, I'm sorry. I didn't see you."

Dis'ya smiled;

"Don't concern yourself with that, Lofty. I just came by to see how you were doing. However, I can see that you're busy, so I'll leave you in peace."

"Hold on a moment, Winglord. We were just about to take a break, and I'm sure that the Babies would love to meet you."

This was born out by the way the Babies had all sat bolt upright, with eager expressions.

Dis'ya seemed slightly taken aback, as well as a little pleased.

"Well, I suppose I can spare you a few minutes."

Dis'ya said, sitting down on a bench.

"Hello. I'm...Dis'ya. It's very nice to meet you all."

There was a chorus of greetings, and Baby Shady asked;

"What's a Phoenix?"

"That...is a question with a great many answers. As ari'nasid, or Phoenixes, we all have a connection to the Sacred Fire that gives life to us. For myself, I am a peacemaker. I would like to see peace for my people."

"Would you sing us a song please, Dis'ya?"

Baby Shady asked.

Dis'ya hesitated for a second, before standing up. Her crown of feathers began to glow golden and she sang in a clear, ringing voice. There were no words, but the melody was powerful and uplifting.

Dis'ya finished singing, opening her eyes to find the Babies staring at her, wide-eyed.

Ribbon interrupted;

"Okay, everyone. We'll go and get you some food. Take a break, and play nicely, okay?"

Dis'ya stood up as the Babies broke up at random, spreading out across the room.

Feeling slightly overwhelmed, Dis'ya moved over to Gingerbread, who was watching from the corner.

"I'm sorry, Dis'ya."

Gingerbread said, as she saw her approaching.

"I hope they didn't make you uncomfortable."

Dis'ya smiled;

"Not at all. I find talking to them...very fulfilling."

"Well, they've taken to you, that's for sure."

Gingerbread paused, before continuing.

"You're welcome to eat with us, if you'd like."

"I...would like that."

Dis'ya said, seeming slightly taken aback.

Gingerbread imagined that she hadn't had much opportunity to relax. They moved towards the stone tables that ran across the back of the cave, as Ribbon and the others returned with the food, as Dis'ya was watching the Babies at play.

Ribbon called the Babies together, and got them sitting down, while Molly and Lofty shared out the food.

For the next hour, they sat together, sharing stories and Ribbon could see some of the tension leaving her. From what Ribbon had seen, she worked too hard, sometimes. Ribbon quietly resolved to keep an eye on her; she would face some great burdens in the days to come.

Dis'ya stood on the playing field, dressed in a lightweight tunic and trousers, still not sure why she had agreed to Firefly invitation for a game of Frenzy. Apparently, it was a game from her home, that required teamwork and co-ordination. The Ponies had split into two teams, with a mix of adults and Babies. Also, Syrus had joined in on the opposite team, for parity. Firefly and Buttons advanced to the middle of the playing field, where the ball was sitting. At an unspoken signal, they both darted for the ball. Firefly was a second faster, kicking the ball back to Shady, who received it neatly. Dis'ya launched herself into the air, her wings carrying her above the game. From her vantage point, she saw Shady punt the ball towards Cupcake. Suddenly, with a flash, Fizzy was there, heading the ball towards Baby Moondancer. With a sudden insight, Dis'ya realised that the game

involved each player using their natural abilities to contribute. As she watched, she saw Megan snatching the ball from the air, volleying it to Medley, before Truly could intercept her. Dis'ya swept down, deciding that if she was going to play, then she would make the most of it. She raced towards Baby Moondancer, intending to grab the ball. However, Baby Moondancer dodged aside, sending the ball towards Applejack, who kicked it hard towards the goal. Surprise tried to intercept, but the ball shot passed her to strike the back wall. The game proceeded in fierce pace, with three more goals being scored by Windwhistler, Baby Moondancer and Cherries Jubilee. The score now being even, and time running out, both teams redoubled their efforts. Danny tackled Molly with a triumphant smirk, passing it to Galaxy. Dis'ya flung herself back into the game, snatching the ball away from Ribbon, passing it to Buttons. Buttons raced down the court, winking past Gingerbread and Masquerade, speeding straight for the goal. Out of nowhere, Firefly shot down, sweeping ahead to block Buttons. Buttons feinted left, quickly reversing direction and shooting. The ball sailed past Firefly and struck the goal, despite Poesy's best effort. Next second, Megan called;

"Time!"

Buttons gave a whoop of victory and cantered in a circle, tossing her head excitedly.

Firefly landed in a clatter of hooves, and stormed towards Buttons, her expression furious.

"That wasn't fair!"

She yelled, angrily.

"What do you mean?"

Buttons retorted.

"I never broke the rules."

Firefly snorted;

"Oh, please. There's no way you could have beaten me."

Megan voice rang out, calm and commanding.

"Buttons. Firefly. That's enough. The game's over."

Both Ponies glared at each other, before turning their backs and stalking away.

Megan shook her head, before walking over to Dis'ya.

"Did you enjoy yourself, Dis'ya?"

She asked, with a smile.

Dis'ya nodded, and then asked;

"I saw the argument. Aren't you concerned?"

"Buttons and Firefly are both very competitive and strong-willed. These conflicts are natural. They'll come around."

"I hope so, Megan. There will be enough fighting before long.

Dis'ya led the Ponies, Megan, Molly and Danny into the Forge, which was bathed in the flickering light of the furnace. All the adult Ponies were present, and the Babies were in the Crèche.

"What did you want to show us, Dis'ya?"

Megan asked.

"In good time, Megan. First, let me introduce you to Ryy'a."

She indicated the ari'nasid who was staring into the Forge.

"This is Ryy'a, my Chief Armourer. Ryy'a, these are our guests from Dream Valley."

"I am delighted to meet you, my friends. And I have something that may interest you."

Ryy'a led them across the room to a large stone alcove that stretched the length of the wall. Inside, sitting on the shelves were helmets, breast-plates and greaves. Ryy'a picked up one of the helmets and passed it to Megan. She turned it over in her hands; it was obvious that it had been made for the Ponies.

"These are for you, my friends. Megan, we have armour for you, Megan, as well as Molly and Danny.

"What are they for, Dis'ya?"

Buttons asked.

"For your protection. There will be a battle here, before long. And, whatever you decide to do, these will serve you well."

"Thank you, Winglord."

Megan said, solemnly.

"But, how did you get these finished in time?"

Dis'ya smiled;

"In fact, these were originally designed for Firefly and her friends. Now, they are gifts to you all. I hope that they will keep you safe when the battle comes."

**End of Chapter**

**Any reviews or constructive criticisms would be most welcome**


	5. Chapter 5

I can feel the tension in the room, like an ache in my horn, although even without my telepathy, it is easy to read in the faces of everyone here. Even Danny looks serious, which tells me how much trouble we are in.

'Hey, Ribbon!'

I look up at Lofty, who is staring at me with her sternly maternal way.

'Sorry. I was just thinking, that's all.'

'I worked that much out. And I know what you were thinking, too. Well, we've been in worse spots than this and with less help around us. We aren't beaten yet.'

'You're right. Things are bad, but we can make it, together.'

She paused, looking around the Council Chambers, at the gathered Ari'nasid.

'If only everybody felt the same way.'

'What do you mean?'

Lofty asked.

I drop my voice to a whisper.

'Look around. You can see how worried the Ari'nasid are. It doesn't take my telepathy to feel that much.'

Magicstar leant in, keeping her voice low.

'With Kahn's Fortress sitting out there and his Darklings attacking the mountain day and night? We should all be worried.'

'Ssh.'

Lofty admonished.

'Here's Dis'ya.'

Looking up, I see that Dis'ya had mounted the Dias that overlooked the Chamber. The quiet whisper of voices fell silent as her gaze swept across the Chamber. Ribbon felt her spirits lift at the sight of the Winglord, although she still hadn't grown accustomed to her armour. In the gloom, her plume and wings glowed with a faint golden light.

'I will waste no time on eloquence, today. Our situation is dire. Kahn has us firmly within his trap. Between the palling he has summoned, and his army of Darklings, we are cut off from any escape or hope of rescue. We cannot hope to withstand Kahn forever. After consulting with General Grifor, Cleric Minore, Syras and Lumir, I have decided that we have only one course of action. Infiltrate Kahn's Fortress and challenge him directly. It is a slender hope, but better than being killed by his Darklings, one by one. However, this strategy is dangerous and I will not impose it upon you, without giving you a chance to decide. Please, speak your minds.'

I see the shock that ran round the room and she was as stunned as any. The silence was eventually broken by Megan, who had risen in her seat.

'I don't see that we have much choice, Dis'ya. Besides, it's just what he won't expect. We're with you.'

Dis'ya nodded;

'Thank you, my friends. I had hoped that you would be the ones to infiltrate Kahn's Fortress.'

'Why us?'

Button asked.

'Quite simply because you have already bested him once. There are few Ari'nasid who can say as much, even myself. With your armour, you're powers will be heightened and enhanced. I believe that you have the greatest chance of success.

Megan fingered her locket, thoughtfully.

'There's the Rainbow, too. It might be powerful enough to give us the advantage.'

She turned to look at the Ponies:

'I'm willing to try. But, I won't force anyone to come. Besides, some will need to stay behind and look after the Babies.'

She didn't add 'in case we don't make it back.' They all knew what she meant.

'We're all with you, Megan.'

Buttons said.

'We won't run away from this.'

Dinah growled in agreement, extending her claws.

Cherries Jubilee exchanged looks with Poesy.

'We'll stay behind, Megan.'

Megan nodded, solemnly. She knew how painful the decision must be.

'Thank you. Molly, I want you to stay behind, too.

'No! I'm not letting you do this without me.'

Megan squatted down, resting her hands on her Sister's shoulders.

'Listen, Molly. Someone needs to tell Mom and Dad if...if the worst happens. Okay?'

Molly chewed her lower lip, but she nodded.

Megan turned back to the Dis'ya.

'Will you be coming with us?'

'No, Megan. I have another duty to fulfil. To ensure that you can reach Kahn unchallenged.'

Megan felt a leaden weight settle in her heart, as she guessed Dis'ya's intention.

'You're leading an assault on his fortress, to draw out the Darklings.'

Dis'ya nodded;

'It is the only way, Megan.'

'No!'

'Dis'ya, you can't.'

'It's too dangerous.'

Megan's voice cut through the clamour.

'That's enough!'

'It's Dis'ya's decision. And she's right. It is the only way. Now, get yourselves ready to go.'

Danny was heading for the Crèche, with Gingerbread, Magicstar and Shady.

'...just want to check in with Molly, before we go. Just to...you know.'

Magicstar grimaced;

'Danny, you shouldn't...'

She was cut off by a scream from the Crèche, suddenly silenced.

Danny sprang towards the door, slamming his shoulder against the wood.

'It's locked!'

'Stand aside, Danny!'

Magicstar called, racing over.

Bracing herself, she delivered a solid kick that ripped the door off its hinges and Danny darted before she could move.

Inside, he saw a sight that made his heart stop. The Babies, Molly and Spike lay slumped on the floor, unconscious, with Syras standing over them. For a second, Danny could not understand what he was seeing, until Syras turned towards him, his eyes cold and empty. And he knew that Kahn had seized his mind. He sprang forward with a wordless yell that tore from his heart. Syras raised his hands, eyes glowing with purple energy and Danny dived aside just in time. The energy blast struck the floor, pitching him off his feet. Danny tried to rise, but his legs felt leaden.

'As'kor mekesh tiinar vas'tarion che!'

Syrus chanted, raising his arms above his head, purple lightning crackling between his fingers. The energy lanced out, racing around the room, striking each Baby Pony, as well as Molly. Danny could only watch helplessly as the energy engulfed them and, before he could even move, they vanished, along with Syras. As if a switch had been thrown, Danny found that the force holding his legs disappeared and he scrambled to his feet. He was dimly aware of Magicstar asking what had happened, but all he could think of was that he would have to explain to Megan how he'd let her sister be kidnapped.

Fizzy glanced surreptitiously at Megan, trying to be discreet.

Turning to Windwhistler, she spoke softly;

'I'm worried about Megan. She's got to be terrified for Molly.'

'If the truth be told, it's Kahn who should be worried. By taking Molly and the Babies he's made a fatal mistake. We'll stop at nothing to get them back, now.'

'Oh, I hope that they're okay. If Kahn's hurt them...'

'I don't think that he will have, Fizzy. If he'd intended to harm them, Syras could have accomplished that by himself. No, Kahn wanted them alive for some reason. And that gives us some time.'

'Or, it could be a trap and he wants us to come to him.'

Before Windwhistler could respond, Megan's called out;

'Alright, everyone. Gather round. It's time to go.'

Megan nodded towards the Cleric who was operating the Fire Portal. He manipulated the control crystals and a burning circle appeared on the floor.

'The portal is ready. Simply step within the circle and activate the red crystal. '

Megan thanked him, gesturing towards the circle and Fizzy and Windwhistler joined the others. It was crowded with Dinah there, but they managed to squeeze in. Megan touched the crystal and the burning line erupted into a wall of flame that encircled them. After several seconds, it collapsed, and they were somewhere else. The sight of the dark stone Walls made Fizzy shiver and she knew that they were inside Kahn's Fortress. She looked left and was relieved to see Windwhistler standing next to her. Following Megan, they headed deeper into the Fortress and their confrontation with Kahn.

Dis'ya stood at the head of the assembled host of the Ari'nasid, silent except for the scrape of armour or the rustle of wings. Above them, clearly visible despite the paling sat Kahn's Fortress. The rocks, hidden in shadow, looked like jagged teeth and the chill wind seemed to emanate from some evil place. Turning to glance at Lumir, Dis'ya pointed her sword to the sky, drawing on her power. Phoenix song broke the heavy silence, as a lance of fire erupted from the blade, slicing through the darkness. The bolt became a sphere above them, burning away Kahn's paling.

'Kahn, Lord of Darkness, hear me. Winglord Dis'ya commands you. Depart this land at once, in the name of the Ari'nasid.'

In answer, a piercing scream split the air that Dis'ya recognised instantly. Darklings!

'Form ranks and stand firm.'

Dis'ya commanded, as the Ari'nasid drew together, a forest of swords unsheathing with a deathly rasp. Beyond the circle of light, the scream came again, seeming to echo from all around them.

'Stand firm.'

Dis'ya repeated, before starting to sing.

The melody was soft, compared to the shrieks of the Darklings, barely audible amidst the din. But then, it was taken up by the Ari'nasid host, rising to a powerful crescendo that drowned out the hideous wails. It was then that the attack came. From all around the circle, Darklings appeared, eyes alight with the murderous will of their master. Claws met shields with a fierce clattering, followed by the screams of the fallen. Dis'ya could spare no attention to their fate, as her sword cleaved Darklings left and right. Phoenix blades did not cut, but delivered a magical shock that knocked out those they touched. After days of agonising waiting, it felt good to act, to think if nothing but the sword in her hands. From within the circle of swords, archers sent volleys of arrows into the darkness. Faint sparks and cut off shrieks were testament to their success. As she fought, Dis'ya hoped that Megan and her friends were alright. Then, she felt a stab of pain and stumbled to the ground. Fighting a wave of dizziness, she turned her head to see a Darkling standing over her, teeth bared in a triumphant growl. She scrambled for her sword, even though she knew it was too late. And then, the Darkling lunged.

Megan pressed her back against the stone wall, peering cautiously round the corner. So far, they had only seen a few Darklings and those had been easy enough to avoid.

'So far, so good.'

Megan whispered to Surprise, next to her.

'We must be getting near to the top of the tower by now.'

Ahead of them was a door, bearing a carved sigil that brought a chill to Megan's blood. That, as well as the two Darklings stationed outside, told her all she needed to know.

'Must be Kahn's Sanctum.'

She hissed.

'Nowhere else has been guarded so far. There'll be something valuable in there, that's for certain.'

'It is possible that this may be a trap.'

Windwhistler said.

'There's only one way to find out. Galaxy, I need you to wink behind them and distract them. Just get their attention and get away. Whizzer, Magicstar, when they turn, take them down, as fast as you can.'

They nodded and Galaxy winked out, appearing behind the guards. Megan's heart leapt into her throat, as Galaxy called out;

'Hey, guys!'

Even before the Darklings could begin to turn, she winked out. Magicstar and Whizzer shot past Megan, catching them unawares. Hooves struck hard, slamming them into the walls, and they slumped to the floor.

'Come on.'

Megan urged, darting out into the corridor and wrenching the door open. The Ponies thundered through, and Megan closed the door behind them. Inside, they found a wide, circular chamber, dominated by a crude stone altar. The air felt cold and Megan shivered, involuntarily.

'I don't like this, Megan.'

Northstar whispered, a slight tremor in her voice.

'Nor do I. This isn't right. Let's get out of here.'

Megan turned and pushed against the doors. However, they would not budge.

'They won't move!'

Then, a cruel laugh filled the air.

'You have come. As I had hoped you would. As I knew you would. To rescue these pitiful creatures that you care for so much.'

Cold light filled the chamber, revealing the Babies chained to the altar, and Syras standing in the middle of them. Danny started forward, but Megan grabbed him, dragging him back.

'Don't! The Babies.'

Raising her voice, Megan called:

'Show yourself, Kahn.'

The cruel laugh came again;

'Such courage, even now. Very well, child. It will make no difference, now.'

A dark cloud seemed to coalesce in front of the altar, becoming the shape of a cloaked figure with burning white eyes.

'By coming here, you hoped to save these children. However, you have merely doomed them, and yourselves.'

'What do you mean?'

Megan asked.

'I have prepared a curse that will wipe the stain of the Ari'nasid from this world forever. Even now, they resist me. They have cost me too many Darklings this day, alone. However, my curse requires the life energies of the pure. And that is the need that I have for you. Darklings!'

From out of the gloom, they came, fangs and claws bared.

'Surrender. Do not suffer, needlessly. The result will be the same, either way.'

Megan set her jaw.

'Not to us. Everyone, let's do it.'

Megan yelled, and the Ponies charged. The Darklings were caught unawares by the suddenness of their attack and fell back under the onslaught of diamond hard hooves. Megan saw Danny dodge aside from a Darklings charge and it thudded into the wall. Firefly, Windwhistler and Northstar lead the Pegasus over the battle, and they darted around, striking at the stragglers before they could react. Fizzy winked in, kicking out at a Darkling that had been about to take a bite out of Gingerbread. Truly slammed into another, throwing it into a wall to leave it stunned. Gusty used her power to summon gale force winds, sweeping the Darklings off their feet. Heart-throb and Cherries Jubilee stood back to back, their hooves driving back any Darklings that came too close. Dinah sprang to the defence of the Babies, striking down any Darkling that dared come too close. Windwhistler dived, flattening a Darkling that never saw her coming. Ribbon stood amid the battle, guarded by Buttons, using her telepathy to warn the others of danger. Shady charged across the chamber with Spike on her back, sending fireballs with deadly accuracy. Through the mêlée ran Megan, towards the altar and Kahn. Suddenly, Syras loomed up in her path, his hands crackling with purple energy.

Megan stopped dead, staring into his empty eyes for any sign of her friend.

'Syras, please, let me pass.'

'He obeys only my commands, now.

Kahn hissed.

'Syras, bind her.'

Energy sparked from Syras' hands, forming chains that wound round Megan's ankles and hands and she stumbled to land painfully on her knees.

Instantly, a ring of Darklings surrounded her and Kahn rasped;

'Surrender, or she will die.'

One by one, the Ponies turned, freezing when they saw Megan. At Kahn's urging, Darklings herded them towards the altar. At the sight of the parents and friends captured, the Baby Ponies broke into silent tears. Megan looked up at Syras, meeting his gaze again.

'Syras, please. Help us. Look around you. See what you've done.'

Syras looked at the Baby Ponies, then back to Megan and something seemed to change. Next second, he raised his arms, energy blasts striking two Darklings. The chains vanished from around Megan and she scrambled to her feet. Kahn hissed a word of power and next second, Syras' body went stiff as a board, and he slumped to the floor.

Seizing her opportunity, Megan snatched the locket from her neck, opening it as the Darklings sprang towards her. The Rainbow burst forth, sweeping around her in a blazing ribbon that swept the Darklings away. Her every thought was focused on Kahn and the Rainbow understood. Kahn tried to fight, black energy lancing from his hands, but the Rainbow ripped through them, ensnaring him. He gave a shrill scream, as his form dissolved before her eyes. Megan sank to the floor, as the Rainbow returned to the Locket. She looked up at the clatter of hooves and saw Firefly, Fizzy and Windwhistler standing over her. Megan hauled herself to her feet, hugging them both.

'Is everyone alright? And the Babies? Are they hurt?'

'Everyone is fine, Megan.'

Windwhistler replied.

Supported by her friends, Megan moved to the altar, finding that the chains holding the Babies had disintegrated and they were already being comforted. She also saw Syras being helped to his feet by Danny, and gave him a smile. She dropped to the floor next to Molly, hugging her desperately, fighting back tears.

'What happened to Kahn?'

Molly asked, her voice shaking slightly.

'I don't know. Somehow, though, I don't think that he will trouble us again.'

She turned to Syras, looking him in the eye.

'Thank you. Come on, let's get out of here.'

Megan sat in her room at the Dwindling Mountains, staring at the Rainbow Locket. Even though a week had passed, the memory of the battle was still fresh.

A knock at the door snapped her out reverie and a voice said:

'Megan, may I come in?'

'Of course, Dis'ya.'

The door opened and Dis'ya entered, still bearing a few bandages.

'I've been wanting to speak you for several days, my dear, but I'm afraid I've been unable to find the time.

I'm sorry, Megan. I've been meaning to speak to you for several days.'

'It's alright, Dis'ya. I know how busy you've been.'

'Nevertheless, I wished to see how you were feeling.'

'I'm fine. I...'

Seeing the look on Dis'ya's face, she gave in.

'Actually, I can't stop thinking about what happened to Kahn. About what I did to him.'

'He was evil, Megan, and he had to be stopped.'

'I know. It's just, when I used the Rainbow; I knew exactly what I was doing. And that scares me.'

'You saved your friends, Megan, as well as a great many Ari'nasid. With Kahn defeated, his Darklings fled without his influence to drive them. I you hadn't done what you did, that Darkling would have...'

Dis'ya voice trailed off.

'Anyway, that is not the reason that I wished to speak to you. I...did not want to tell you this until we were certain, so as not to get your hopes raised. However, Lumir found something when searching Kahn's fortress; the portal that was used to bring you here. What's more, my artisans tell me that it is fully functional. With luck, you can be home by tomorrow.'

Megan sat in silence for a moment, stunned.

'Dis'ya, I don't know what to say. This is...Thank you, for everything.'

She said, sounding choked.

'There is no need for tears, Megan. For this is not goodbye. We should be able to keep the portal operational. Perhaps we will be able to visit Dream Valley, in time.

Megan grinned:

'We'd like that very much, Winglord.


End file.
